The Things We Do For Science
by Kineil D. Wicks
Summary: Cooperative testing is supposed to bring people together through science. Cake is often a good motivator, but escaping a madhouse that tries to pass itself off as a science facility works better. Will they escape? Or will the facility keep them clutched in its iron grasp forever?...
1. The Dream and the Nightmare

**Happy Cinco De Mayo everyone! A distinctly gringo holiday, I'm told….**

 **And now, presenting for your viewing pleasure: ladies and gentlemen, another _Don't Starve_ rewrite! But since it borrows heavily from the source material and thus has spoilers, it's here in the crossover section. Where it will quietly lurk, waiting for people to come read it….**

 **This was inspired by listening to the _Portal 2_ soundtrack whilst drawing and writing _Don't Starve_ stuff. I thought the two worked well together, so here you go!**

 **The story will be following the plot of _Portal 2_ , with flashbacks to the first _Portal._ Expect mayhem.**

 **Playing the role of Chell…a certain fire-starter….**

 **Playing the role of—well, you'll see. :)**

 **Anything else? I don't think so….Well then, let's get started! :D**

 **Don't Starve © 2013 Klei Entertainment**

 **Portal © 2007 Valve**

She could feel herself waking and resisted. She wasn't ready to get up yet. The bed was comfortable. She was comfortable. Getting up, even _shifting_ a little, would ruin it all.

But, she thought, getting up would mean waking up in their happy little home, trotting down the warm wooden stairs to the cheery kitchen, where he would already be up and have breakfast made—pancakes for her, because he knew she liked their floppy happiness, and waffles for him, because he loved their scientific exactness. They'd sit down to eat, her drowning her pancakes in syrup while he very precisely filled each square of his waffle halfway for optimum syrup dispersion, and she'd laugh at him and he'd sputter as he defended his reasoning….

And then they'd finish, and they'd clean up, and she'd insist that they go for a walk in the wheat fields surrounding their house before he disappeared into his office to do science….And they'd be holding hands as she jogged ahead a little to open the door….

But as she touched the doorknob, a metallic male voice broke in.

 ** _You want to escape so badly? Are you sure? I mean, I don't even know what's going on out there._**

The dream shattered.

She fell, down down down—

And landed in a nightmare.

It was a dark round room, the only light provided by computer screens flashing insanity, and she tripped over a black black cable as she flung yet another thing into the incinerator—

 _"Willow!"_

She spun around and leapt out of the way as a tall man, thin to the point of emaciation, swung something sharp and dark at her. She dodged, tangling herself in the black cables that were everywhere, scrambling away as the vulturish skeleton advanced on her, face twisted in fury, black cables trailing after him….

 ** _You insignificant ant! Did you really think you could beat me!?_**

They had broken his composure, broken it beyond all repair, and the man didn't care, he was going to kill them and relish their screams—

And then he flew sideways as something exploded, and another tall thin man—this one with spiky hair—ran up to her, hauling her to her feet—but this one was welcome, not a horror despite his starved look, an expression of determination on his face….

The other man was scraping himself back to a standing position, but a ring-thing was on the ground next to him—

She broke away, grabbed the ring-thing, yelled to open the incinerator. The spiky-haired man fired a gun—but not one that made bullet holes. The first shot opened up an orange hole near the incinerator button, while the other opened a blue hole beneath him, sending him tumbling out the orange hole, where he rolled and hit the button—

The incinerator opened and she flung the thing in—

And the scream was unbearable.

It was as if the skeleton man had been ripped in half, and the black cables writhed and snatched at her and the other—

And then a flash of light, and she was looking up at blue sky, blessed blue sky….

 _"Willow…."_

And then the shadow of something mechanical standing over her, blotting out the sun….

 _Thank you for assuming the Klei-Valve-Aperture-Steam Coalition party submission pose._

And she was being dragged away, unable to stop it….

 _"Willow!"_

Explosions….

 _"Willow!"_

She jolted out of bed, soaked in a cold sweat, reached over in the hopes that the nightmare had been just that and the former had been real….

She touched nothing but bed. She was alone.

And the nightmare had been real.


	2. The Courtesy Call

**Chapter 2, everybody! You have been asleep for** ** _nine-nine-nine-nine-nine-nine *ghhkztz!*_**

 **Ignescent, thanks for the review and the follow! Mwahaha, so it's a success! And I shall! :D This story will be updated every Tuesday until further notice. :)**

 **On a (not so) interesting side note, the test mentioned here is the only test I got stuck on in the original _Portal_ (it took me the whole day to figure out...).**

 **Don't Starve © 2013 Klei Entertainment**

 **Portal © 2007 Valve**

She looked about the bare room, a mockery of a hotel room. But as she shakily stood up, she could see the farce for what it was. A management rail on the ceiling, leading to a hatch, and as she crossed over to the window, she reached up, discovering that the slats were a very clever optical illusion. It was a cage for a lab rat. That was all it was.

Something unseen whirred to life. _"Good morning! This is your friendly KVAS wake-up courtesy call. You have been asleep for nine-nine-nine-nine-nine…."_

The male voice was flat and scratchy and staticky, like an ancient record that had been allowed to warp on a radiator. When it cut out, she was grateful. She needed to be able to think.

She sat back down on her bed, noting the impression her body had made from laying there for so long. How had that even been possible? Was she dead?

No, focus—one question at a time, one problem at a time. Someone had told her that….

She put her head in her hands and forced herself to think. First…name….

 _Willow! Willow!_

Willow—that was right. Her name was Willow. Willow Ember Burnshigh, she remembered with a sense of relief. She liked fire, although others had thought that unhealthy, but still others had thought it to be an interesting contribution to science, and so shortly before she turned eighteen and would have been legally able to make her own decisions, the foster system had donated her to science.

The Klei-Valve-Aperture-Steam Coalition. KVAS.

Something had happened shortly after she arrived, something horrible….But try as she might, she couldn't recall it. She went on to the next clear memory, of waking up in a sterile room, where a metallic masculine voice told her to start testing, and she did all sorts of tests before she had become stuck on one—involving three thermal discouragement beams, a redirecting prism box, and three receptors—none of them near each other—and had decided to break out, levering a panel open and falling through, then rushing for the next crack of light when she heard hissing—

And she had fallen into another test chamber, where another test subject had been testing.

They had been astonished to see each other, but the voice—which had been angry at her escape attempt—had happily jeered about what an interesting variable this would be and insisted they continue testing together. She had responded by firing a portal at one of the cameras—as she had been for the past several test chambers.

He, as it turned out, had been a scientist working at KVAS before… _it_ happened. He could not articulate what _it_ was either, except that it had been…horrible. He had introduced himself, his full silly name…what was it?...

Wilson. It came to her finally.

Wilson Percival Higgsbury.

She looked up in horror. If she was _here_ …then where was he?

And then a pounding at the door—an explosive sound that scared her out of her wits.

 _"Willow!"_


	3. The Emergency Evacuation

**Chapter 3, everybody! In which we finally get to see who plays Wheatley! He'll kill me for this….**

 **And by the by, keeping things non-interactable also saves rendering time.**

 **Don't Starve © 2013 Klei Entertainment**

 **Portal © 2007 Valve**

 _"Willow!"_

She knew that voice. That insistent voice, that begged and pleaded for the door to be open, please, he had tried every other door, she _had_ to be in here, she _had_ to—

Wilson!

She leapt up—well, staggered—and went as fast as she was able to the door, flattening her hands against it, scrabbling against the simple lock, swinging it open—

 _"AAA!"_

 _"YAAH!"_

She wasn't sure who said what, but his tall gangly skinny form had been frightening in its first appearance. Spiky hair that he obviously hadn't bothered to tame recently, shadowed eyes, severe cheekbones, thin wrist raised up….Wow, he looked… _starved_. Worse than he had.

"Oh wow," he said finally, when he had recovered slightly. "You look dreadfu—you look good," he corrected quickly. "You look really good."

She gave him a deadpan glare, shifted her weight slightly to lend it extra exasperation, and nearly crumpled.

"Woah," he said, instantly there to support her. "Come on, let's get you set down. There you go. Hold on, I have something here…."

He fished in his deep pockets, pulling out a water bottle with maybe a swallow of water, handing it to her as he sat down. His grayish KVAS testing tracksuit was smudged and dirty, and she was certain, without looking, that she didn't look any better.

She drank the swallow of water, swirling it around for a full minute to return moisture to her mouth before very carefully and slowly swallowing one tiny trickle at a time.

"Is that better?" he asked when she finished. She nodded. "Okay, great. Now follow my finger with your eyes….Okay, say 'apple.'"

To be fair, she did say something that started with "a" and ended with "e."

"Now, now, that's no way for a lady to speak," he chided.

She waved him off before holding the bottle out.

"I can't," he said, interpreting the gesture. "There isn't any more."

She pointed at the hall, barely managing to croak out a sentence. "But there's a bathroom," she choked out hoarsely, remembering the side door.

When she looked back to him, it was to see that his mouth was quirked slightly in an apologetic and sorrowful smirk. "No there isn't—yours wasn't the first room I checked. Nothing in this room is real, and nothing can be interacted with. That television is just a box, the cabinets don't open, and the bathroom door is just like those blinds—a very clever optical illusion. It saves money, you see."

She struck him in the shoulder, an action she had often done when they had encountered obstacles previously that he had known about, had known _why_ they had been stubborn obstacles. Her hit had no weight in it—she doubted she could kill a gnat right now—but he still rubbed his shoulder, and it occurred to her that even with the shoulder pads on the suit, he couldn't absorb any sort of impact right now.

He opened his mouth—probably to ask if she had gotten it out of her system; it was his favorite question after such an action—but a rumbling and a quaking cut him off.

"What was that?" she asked. Oh goody, her saliva glands were working again—she needed the extra moisture.

 _"Prepare for emergency evacuation,"_ the flat male voice announced.

"Um," Wilson noised, hand up, one finger half-pointing, suddenly very, very nervous. "Ah, see, that's the announcement that normally precedes—"

 _"All reactor cores are now non-functional. Please prepare for emergency shutdown."_

"What does that mean?" Willow asked.

"It means we need to get out of here," Wilson said, standing on the bed and reaching for the panel the management rail disappeared into. "There's a control panel up here that maintenance cores use—if I can reach it…."

Willow stood and—with the last of the meager strength she had stored up in the past few minutes—grabbed his legs and heaved him up.

 _"AAA!"_ he yelped, scrabbling to get the rest of the way into the management cubby. "You shouldn't be exerting yourself!" he hollered down over the alarm that had begun to sound.

"I don't want to be around here when it explodes!" Willow shot back.

"Nothing is going to explode—"

 _"Wilson!"_

"All right, all right….You might want to hold onto something, by the way."

Why quickly became evident when the room began moving. She fell backwards into the open closet (no doors, she noted inanely), and shrieked when the far wall was stripped away, revealing a horrible, horrible drop.

"Are you all right down there?" Wilson hollered, concern evident in his voice.

"Whatever you're doing, do it better!" she called.

"Okay, I just—I have to concentrate—"

More bumps, more scrapes—there really wasn't anywhere safe in the room—

"There! Up ahead!" he called after an eternity of weightless jostling and stomach-churning swaying over bottomless pits and ragged metal. "It's an old testing track, but it's relatively safe and solid—just—just give me a minute—"

The room crashed into the old site, sending her flying forward, nearly into the abyss.

Silence. Stillness and silence.

"…Are you okay?" he asked finally.

"Yeah," she said shakily, pushing herself into a sitting position. Wow—she had narrowly avoided being impaled—

That made her check the rest of her body. A few bumps, scrapes and bruises, but otherwise…."I'm fine," she called.

Wilson carefully levered himself down, a trickle of blood from a cut on his forehead impeding his vision slightly. "Not one of my more gossamer landings, I'll admit…." He said, sitting down on the bed.

"Wait, you've done this before?"

He bit his lip and wiped away some of the blood. "Well….No, actually…just simulations…but under the circumstances…."

She sighed and waved him off. "So how do we get out of here?"

Escape—that sweet, sweet word. Now if only they could act upon it.

He took a deep breath, stood, and offered his hand to her.

"We go forward, I would imagine."


	4. The Original Tests

**Chapter 4, everybody! In which we have a flashback….**

 **Ignescent, thanks for the review! And thank you—glad you like it! :D Yes, when I was going through the characters, Wilson just fit too perfectly, and he** ** _is_** **adorkable. :D I know—not too hyped about writing that (I've never written him in that sort of role before), so it'll be an experience.**

 **Don't Starve © 2013 Klei Entertainment**

 **Portal © 2007 Valve**

Wilson had been beyond overjoyed to find Willow alive.

He was silently glad that he had woken up first, glad she hadn't seen—all those other doors he had tried….Nothing but skeletons on the bed…no way of identifying which one was which, deluding himself for as long as he could, not letting himself believe the worst until he tried every door….

But she was here. She was still alive.

Now to keep her that way.

But of course, she resisted any kind of coddling—she was like that. She was independent, she wouldn't break down into a sobbing heap at the perceived hopelessness of it all—she had tried to escape, multiple times, had helped _him_ escape when it was clear that the one running it all had grown bored with them and was plotting to kill them off—

Wilson was quite soothed by the thought that that maniac was dead.

But now to flee this vale of horrors and escape to the real world—great scientists forgive him, he'd willingly give up science if it meant getting out of here.

But first, as he said, they would have to go the only way they could—forward—to start the process of escaping.

They made the short leap from the room to the glass floor—

Which shattered beneath them, depositing them in the room below. They landed on their feet, thank goodness—long-fall boots, an invention of the A part of KVAS, protected their soles from the glass. Unfortunately, the same protection wasn't afforded their hands, and he hissed in pain as a sliver of glass found its way through his thin gloves and into his skin.

"Are you all right?" Willow asked, concerned.

"I'm fine," he said absently, picking at the spot. No good—he pulled his gloves off and scraped at the offending sliver with his fingernail, pulling it out. No need to let it fester—he sucked at the wound and spat the blood out. Hopefully that would be enough to prevent an infection or blood poisoning—

He froze, as Willow had been for the past minute, recognizing the room.

It couldn't possibly be the same room.

It couldn't. KVAS had hundreds of testing rooms for hundreds of test subjects—

But it was the same. Right down to the clipboard—

 _He picked up the clipboard, hoping to find some clue as to why he was here instead of behind the glass supervising, why he had woken up in a test subject orientation compartment with a metallic male voice speaking to him…._

 ** _Say, pal, you don't look so good._**

 _That had been an understatement, he felt, waking up to find himself in a standard gray and black testing suit rather than his finely made trousers and vest, well-polished shoes replaced with long-fall boots. The voice had continued, telling him to get ready to test, but he was currently ignoring it in favor of the clipboard—but the clipboard had nothing of value on it—one of the bulletins on it was advice on how  not to flush the clipboard down the toilet in the corner, for crying out loud!_

 _As the man began to count down, Wilson tossed the clipboard aside carelessly. Whatever they were planning, he'd best get it over with—_

 _He yelped in alarm as a hole rimmed in blue opened before him, revealing an open space and—_

 _Another person!_

 _He raised his arm, ready to hail him—_

 _And the other person did so too._

 _Wilson blinked, recognized the spiky hair as his own—but how!?_

 _He glanced about—_

 _And spotted an orange-rimmed hole, with himself looking sideways._

 _He blinked. These were…portals._

 _He cautiously leaned forward, sticking his hand through the portal. When he met with no resistance or ill effects, he stuck his head out. Across the room, he saw the rest of his body—he had to fight a sudden feeling of revulsion and jerked his head back._

 _Wait—he had heard of these. Portals that could cut travel time in half. A lot of KVAS' scientific research had gone into developing these—_

 ** _Say, pal, I don't have all day here._**

 _Wilson glanced up, surprised at the irritation the voice had demonstrated. "I thought track test supervisors were supposed to remain neutral and impartial," he said._

 ** _And test subjects are actually supposed to get out there and test. Now get out there and start testing already before I…fire you._**

 _So his supposition was right—he was playing test subject. Now that he thought about it, he had heard of one of the higher-ups passing down the regulation that employees would be subject to testing as well. Ugh._

 _Well, he had seen the test subjects perform these tests before. With his superior intellect, he could pass through the nineteen regulated tests with ease._

 _"I will conquer it all with the power of my mind," he whispered to himself, as he stepped through the portal._

 _"Wilson?"_

Wilson blinked, snapping himself out of his reverie. A quick glance at Willow showed that she, too, had been locked in her memories of awakening in a test subject orientation compartment. He wondered if she had hesitated like he had, or if she had just demonstrated her grim determination and marched straight through, probably turning back for something like the radio when the emancipation grid had been explained.

"I'm all right," he said, glancing down at his hand before pulling his gloves back on. "Come on, let's go."


	5. The Learning Curve

**Chapter 5, everybody! In which Wilson's intelligence is questioned and Willow attempts to get one of the Xbox achievements….**

 **Don't Starve © 2013 Klei Entertainment**

 **Portal © 2007 Valve**

 _The first tests were rudimentary. That was fine; he could forgive them for that—the basics of the coming tests had to be demonstrated for those who weren't as high on the grade curve as he was._

 ** _Wow,_** _the metallic male voice said flatly, after he solved Test Number Three in five seconds flat. **That was the longest anyone has ever taken on that test. Ever. Are you sure you're not mentally impaired?**_

 _Wilson had spluttered at that indignantly. " Excuse me? I'll have you know I have an IQ of 120, I graduated with honors—I'll have your job by the end of the day!"_

 ** _Subject…prone…to…violent…outbursts,_** _the voice said, as though the tester were writing something down. **Probably…due…to…substandard…brain…capacity….**_

 _It occurred to Wilson that whoever was supervising his testing track was saying that just to watch him roil. It took a great deal of effort, but he managed to swallow down his anger and march to the elevator._

 _As it went to his next test, he fought to get his blood pressure back down to normal, crossing his arms as tightly as possible. As he did so, his tongue probed a cavity of its own accord. The emancipation grid, as per the warning given, had indeed emancipated one of his fillings. And yes, he fully intended to file a complaint via the KVAS test subject services when this was all over with._

 _The elevator dinged, announcing the next test._

 _Wilson?_

Wilson shook his head, driving the memory out of it. Ugh, the overwhelming familiarity of these first several tests, coupled with the lack of anything substantial to eat in… _forever_ …was taking its toll on him.

"Are you okay?" Willow asked, eyeing him with concern. "You've been acting weird… _er._ "

Wilson rubbed the side of his face as the elevator ground to a painful halt, glancing about the ruined room. Plants had invaded, and water that he was sure was substandard—no matter how tempting—dripped down in places….

Wait….

"There's plants in here," he said.

"Duh," Willow said, forcing the elevator door the rest of the way open after it had stuck halfway. "There's _been_ plants in all the test chambers."

"No, no, don't you see?" Ah, no she didn't—she had always been a test subject, not a scientist working behind the scenes such as himself. He swallowed and forced himself to continue. "The test tracks have…certain…chemicals…pumped into the air. They help to suppress hunger and fatigue in test subjects…." He faltered a moment under her glare, the one she used when she remembered that he was one of _them_ , those who had robbed her of her freedom and stuck her here, even if he himself hadn't had a hand in it. "The point is, the test tracks are sealed, and the air is carefully circulated—for plants to get in…it means the seals have failed…."

She blinked. "What does that mean?"

He gave one of those wry grins of his. "It means we had better get out of here as fast as possible—otherwise, we'll die of one of two things: starvation or exhaustion."

She blinked again. "Right," she said finally. "I think it's time for you to use that big brain of yours to get us out of here."

* * *

 ** _Say, pal, do you have to trash every_ _camera in the test chambers? I've got to supervise somehow._**

 _"Not my problem," Willow shot, heading for the elevator. Ever since she had gotten the portal gun, she had taken a perverse pleasure in shooting down every camera she could find. Anything to aggravate those who had put her there._

 _The elevator was halfway to its next destination when it slammed to a halt and the lights went out._

 ** _Listen, pal,_** _the voice hissed in the blackness, sounding dangerously close. **You'd better start shaping up and acting like a proper test subject, or I'll make it your problem. Do I make myself clear?**_

 _She nodded. "Perfectly," she squeaked, hating herself for the weakness she was showing._

 _The lights came back on and the elevator began moving again. **Good,** the voice purred. **I'm glad we had this little chat.**_

That had to have been the worst experience Willow had ever had in an elevator. It had prompted her stony silence, until she met Wilson and finally had someone to talk to who didn't insult or threaten her at every turn. Granted, her silence still hadn't stopped _him_ —the maniac running the show had talked just to hear himself talk, heckling her—and later them—nonstop.

Ooh, how she hated him.

"Are you okay?"

Willow glanced up at Wilson. "I'm fine," she said, shaking her head. "I just spaced out."

Wilson made an understanding noise, then directed her attention to a hole in the wall, torn there by fallen panels.

"I believe I've found our way out," he announced.


	6. The Test Track Supervisor

**Chapter 6, everyone! In which more reflection occurs and Willow makes a third-story jump….**

 **Don't Starve © 2013 Klei Entertainment**

 **Portal © 2007 Valve**

"Here we go," Wilson announced. "Off the testing track and finally making some progress."

She nodded, thrilled to leave the track that smacked too much of familiarity—

 _They ran through the halls, him assuring her that he couldn't reach them there without coming out and facing them himself—_

 ** _Hey! Where are you going? Get back here!_**

 _Yeah, like that was going to happen._

 _Death by incineration. The irony was sickening._

 _After several minutes, they stopped, pausing to gulp in lungfuls of air._

 _"Okay," he panted, after a while. "Now all we need to do is find a supervisor—there should be one around here somewhere. They can't just leave a testing track running with only one guy watching."_

 _She nodded, glanced around…._

 _"Wilson," she noised._

 _He glanced around too, confused, then shrugged and set off, her trailing after him. Didn't he feel it? The wrongness of it? It felt too much like the halls had been abandoned—_

But those halls had been clean, even neglecting the thin layer of dust that had been allowed to settle as the maniac in charge slowly realized that there was no point in cleaning where no one would see. He had even made the comment while they were fleeing that a cleaning bot would find their dead bodies _eventually_ —but that had implied that he had cared enough about cleanliness that he'd send something out to clean every couple of months.

This level of grit and grime would have been in no way acceptable. She placed her hand on the railing, then quickly recoiled it and wiped it on her filthy tracksuit. _Yeech._

Despite the urgency that Wilson had put out, he still stopped every few moments and glanced about. After the third or fourth time, it occurred to her that he was lost, all his usual landmarks gone.

 _That_ made her rankle. She hated thinking about it, but it was true—he had _worked_ there, and _that_ was why he was so knowledgeable about it all.

 _"No, there's only a few tracks left—"_

 _"How are you sure?"_

 _"I've supervised a few of these, all right? Each testing track has nineteen tests."_

She had refused to talk to him for a while after discovering that fact. It was only the subsequent constant wheedling he had proceeded to do that had irritated her into speaking to him again.

 ** _Gee, now why didn't that work with me?_**

 _She ignored the voice issuing from the hidden speakers, instead turning to her companion. "Who is that guy, anyway?" she asked._

 ** _Ooh, that's rich—talk about me like I'm not here._**

 _"He's a test track supervisor," Wilson had explained. "They keep an eye on things, recording times and making sure test subjects don't fall to their abject doom—it causes too much paperwork. Although they're supposed to be neutral in testing!" he projected to the room as a whole._

 ** _Do I look—whoops, sorry—do I sound like I care?_**

 _Personally, Willow thought the guy sounded like George Clooney had swallowed a harmonium—it was handsome in a deep way, but plagued by a wheezy quality, like someone was fiddling with the bellows. Couple that with the guy's endless sarcasm and bubbling irritation, and the voice ended up being grating._

 _It was going to be a long day, even with the nerd helping her._

"Oof!"

"What are you doing?"

"Sorry," Willow said, shaking her head. "I spaced out."

"You nearly went _splat._ "

She blinked, then saw why he had stopped in front of her. The stairs down were gone, leaving a thirty-foot drop.

"No problem," she chimed, and jumped.

 _"Willow!"_


	7. The Preservation of Momentum

**Chapter 7, everybody! In which portal-related antics ensue….**

 **Don't Starve © 2013 Klei Entertainment**

 **Portal © 2007 Valve**

She plummeted down, thirty, twenty, ten—

And landed in ankle-deep water.

"Yuck," she muttered, shaking the pond scum off her long-fall boots. She glanced up to see Wilson clutching his chest, as though she had given him a heart attack. She didn't see _why_ —she had taken longer falls than _that_. The long-fall boots had always absorbed the impact.

"Are you coming?" she asked, waving him down. He squinched his eyes shut and jumped, not landing quite as gracefully as she did.

"You _do_ realize," he said testily, standing up. "That the floor could have been compromised and you could have ended up falling much farther than you were prepared for?"

"Don't be such a pessimist," she chided, already heading for the open door.

 _It was the more physical tests that she preferred—not the ones that required careful puzzling. Send her flying through the air any hour of the day—she'd test till the cows came home._

 ** _Look at you—sailing through the air with the gracefulness of a slug._**

 _Ugh—there always had to be something to ruin it._

 _It had been three test chambers after she had resolved not to speak to the voice, and apparently, it was beginning to wear on him. He had tried wheedling, then insults, before finally just giving up and making running commentary on her performance. It was fifty-percent insult, forty-percent sarcasm, and ten-percent actual useful information._

 _That was, when he felt like dispensing useful information. At one point, he had been reading off a list of potential hazards involved with the handheld portal device—a device she was expected to use for the remainder of the testing—got halfway through, started mumbling, then finally said **nope, forget it—I'm not reading any more.**_

 _That had ticked her off. The thing could blow up in her hands and she'd have no idea how to prevent it._

 _But she found it was better to ignore him completely—the test chambers were laid out in such a way that one could figure it out if they stood there staring at it long enough, and many had taken her upwards of an hour to figure out._

 _To her delight, she found that the longer she took, the angrier the voice became. It got to the point that whenever she got stuck on a test, she'd set up two portals—one on the floor, one directly above it on the ceiling—and fall through it, enjoying the abject feeling of weightless acceleration that she'd normally only get on a roller coaster, until the voice would bellow **NOW CUT THAT OUT!**_

 _Thank goodness she eventually bumped into Wilson—despite being an insufferable know-it-all on top of being one of them, he at least had the intelligence to get through the harder tests._

 _That didn't stop her from having fun at both men's expense—shooting a fresh portal right before Wilson was about to step into one, fooling around with falling through portals, shooting the cameras off the walls, and trying to see if she couldn't shoot a portal through a portal._

 _And if she couldn't see the voice's expressions at her antics, she at least had the benefit of seeing Wilson's. If she tried anything remotely stupid, he'd fly into a panic. He'd become irritated at her fooling about, and full-blown angry when the voice would once again question his intelligence. He was sensitive about his obvious intelligence, and she didn't know why._

 _They were arguing again, about what, she didn't know, but she had to get her frustrations out. He was angry because she had dropped him several feet thanks to a quickly altered portal, so instead of his calm step through, he had plummeted forty feet, screaming his head off the entire way._

 _The voice, meanwhile, was laughing his head off. **Ooh, yes, this was a good idea!** Like he had come up with putting them together._

 _"SHUT! UP!" they both bellowed, before returning to their arguing._

A touch to her shoulder told her she had drifted off again. No. She couldn't afford to fall asleep now—wasn't that what he had said? She'd fall asleep and die of starvation….

"Willow, wake up," Wilson said again, insistent. "I found something you might like."

"What?" she muttered.

He was smiling broadly. "How does a nice meal on the town sound?"

Okay—now _he_ was dreaming.


	8. The Vending Machines

**Chapter 8, everyone! In which we wonder how exactly Chell manages to function in the** ** _Portal_** **games….And we reference _Jurassic Park III_ , as well. :)**

 **Don't Starve © 2013 Klei Entertainment**

 **Jurassic Park III** **© 2001 Joe Johnston**

 **Portal © 2007 Valve**

Wilson's expression told her that he liked her reaction.

"Ta-da," he announced, gesturing to the small line of vending machines. "Not much, but it'll tide us over until we find a way out of here."

She had heard _that_ one before—

 _He was still in denial about being left in the facility by themselves with only a homicidal maniac for company._

 _The voice was still calling for them, in the pleading part of the pleading-wheedling-threatening cycle, but it was faint now. She had the mental impression of some guy in a nice suit pacing up and down one of the testing tracks, calling irritably for them._

 _Right now, they were in front of a vending machine, one of the glass-fronted ones, and Wilson was fishing in his pockets._

 _"Do you have any loose change?" he asked. How idiotic. "I think I might have a twenty, but—"_

 _She shoved him aside and kicked the front of the vending machine as hard as she could. The glass shattered._

 _He was spluttering as she used the portal gun to knock away the rest of the glass before selecting the goodies she wanted. "You're going to have to pay for that!" he finally managed._

 _"Yay for me," she announced, pulling a bag of chips open. "I'll pay up just as soon as that 'complaint about our inhumane treatment' goes through."_

 _His expression told her that he didn't enjoy having his words thrown back at him, but he finally relented and grabbed a bag of chips for himself._

She put her long-fall boot through the glass and knocked the rest of the glass out with the portal gun.

"You're going to have to pay for that," he said, a trace of wry amusement in his voice.

"Yay for me," she recalled, poking at a few of the packages. "Do you think that complaint about the inhumane treatment's made it through yet?"

"Hurr hurr. Here," he said, pulling at one of the bags. "Look for ones that still have the seal undamaged. Those might still be good."

She did so as he pulled out a small screwdriver he had salvaged and set to opening the drinks vending machine. "Hey," she called, prompting him to look up. "Do you want to see if Twinkies really _do_ last forever?" She held up a packet of the yellow cakes.

"Fascinating," he noised, finally cracking the vending machine open. "I don't trust the sodas or the fruit drinks, but the water should still be all right," he mused, pulling a few bottles out. "Don't gorge yourself, by the way."

She had already had a packet open and half a Twinkie in her mouth when he said it. " _Mpfh?"_ she noised.

He sighed upon seeing her face. "You haven't eaten in a while—your body is in starvation mode. If you eat too much _now_ , you'll make yourself sick. Besides, we want to save some of this for later."

She swallowed her mouthful of Twinkie, hardly mindful of its taste. Just like him, with his serious scientific air and continual thinking ahead. But yeah, she had to admit, she probably _would_ have stuffed herself silly if he wasn't there. And she probably would have been sick later.

They quietly ate and drank for a few moments, her laughing at the tiny bits of chip he was eating one at a time and him scolding her for taking such big bites.

"What was with that guy announcing on the testing tracks?" she asked finally. "That wasn't… _him_ …so who was it?"

"Just an announcer KVAS used a lot," he explained. "They had him do recorded announcements so in the slight case both test track supervisors were busy, they could switch over to him."

"He sounded awfully chipper about the prospect of there being no laws of physics in the future."

"Well, think about it—you're sitting warm and snug in a recording studio, getting paid handsomely by the line, and then in the midst of a cluster of information that will probably never be used, you come across _that?_ I'd have laughed too, probably."

"No you wouldn't have."

"You have that much faith in my ability to remain professional?"

"You don't laugh."

He seemed hurt by that. "Well, you have to realize that we haven't exactly been in a position to laugh at much…."

"Whatever," she muttered, trying to stifle a yawn.

"Come on," he said, offering her a hand up. "If there's vending machines, then there's break rooms, and maybe a couch intact to sleep on. You go first."

"You _really_ think there's anything down here?" she asked, leaning on him as they walked down the hall to an ajar door.

"No—but I don't trust you not to try to eat some more while I'm asleep."

"Oh _that's_ rich."

"Yup, break room," he announced, glancing in. "And look—facilities."

"Huh?"

He had turned red at that. "Ah…the chemicals used on the testing tracks slowed a _lot_ of bodily functions down, including…."

She stared at him for a moment before uttering a small oath. "I didn't have to do anything until you said something—I've got to go."

And she bolted for the other room.


	9. The Cooperative Testing Initiative

**Chapter 9, everybody! In which Wilson reflects on how he and Willow first met….It's not as romantic as you might hope. :|**

 **And have you noticed that Wilson never smiles in-game?...**

 **Don't Starve © 2013 Klei Entertainment**

 **Portal © 2007 Valve**

A few minutes later, obviously feeling much refreshed, she and he swapped places, with him admonishing her against sneaking food while he was gone. She stuck her tongue out at him and sat down on the couch.

When he returned, it was to find her fast asleep.

He sat down on one of the arms, watching her. Now that she had some food in her system, falling asleep wasn't so much of an issue. They'd sleep, eat again (and other things, possibly), and then head out on their merry way.

He scratched at the side of his face, thinking. They ought to see if there were any first-aid kits around—they might need them later.

And then what if they escaped? Who knew how much time had passed since they had destroyed their jailer and been put into suspended animation? But something had failed, obviously, for the other test subjects on their floor to be dead to the point of desiccation.

Look at her—she smiled when she slept. She must be having pleasant dreams.

He couldn't help but feel a little sore at what she had said—true, he didn't exhibit much mirth, but consider their position….Except for the fact that he didn't recall smiling much before that, either.

 ** _Say, pal, why the long face?_**

 _He was doing his level best to ignore the supervisor after yet another crack at his intelligence. He had spent years educating himself, and now this dunce with an IQ of none was trying to drag him down._

 _That made him think—maybe they were performing psychological tests? He had read a bit about that being one of the acceptable—_

 ** _Don't think too hard—you might forget to breathe._**

 _"Oh, shut UP!" he bellowed, restraint forgotten._

 _The laughter told him that the supervisor had gotten the reaction he had wanted. Steamed, Wilson headed for the next test—_

 _And something fell on him._

 _What an obvious violation of safety—wait….It wasn't some thing, it was someone._

 _"Who on earth are you?" Wilson squawked, restraint forgotten._

 _She was a young woman, with dark hair pulled into pigtails, and she was looking at him in disbelief. "There's someone else here?" she asked, obviously stunned._

 ** _Oh-ho! The mute lunatic finally speaks!_** _The test track supervisor crowed. Wilson spared the nearby camera an irritated glance before turning back to her._

 _"Of course there's someone else here—this is a scientific facility! It requires hundreds of people to even run!"_

 _For some reason, this statement elicited a dark chuckle from the test track supervisor, the sort that made the hairs on the back of Wilson's neck stand on end._

 _It matched the dark look the young woman was giving him. "Look, I don't care who or what runs this place—I'm getting out of here," she announced. "Care to join me?"_

 ** _Oooh, yes, do,_** _the test track supervisor said. **A cooperative testing initiative—this should be fun.**_

 _The young woman fired a portal at the nearby camera, sending it clattering to the floor._

 _Wilson couldn't help but splutter in alarm. "What are you doing? That's vital testing apparatus! You can't just tear it up like that—"_

 _"Knock it off," she commanded. "And I've changed my mind—you can't come with me. Anything that he approves of, I don't do."_

 _"He's a test track supervisor—it's his job to…." He trailed off as what she said sunk in. "Wait—was he supervising your track?"_

 _"If that's what you call it."_

 _Wilson gaped in alarm. "He can't do that! Each track has two test track supervisors—the same one can't be supervising two test tracks at the same time!"_

 _"How do you know?"_

 _"I work here!"_

 _Just like that, she was done—she spun on her heel and walked off, heading for the emancipation grill._

 _"Hey, wait!" he squawked. He ran after her, but she had already reached the elevator._

 _It didn't move._

 _She jumped up and down in irritation, but it still stayed where it was. Strange, they were supposed to move when the test subject entered it…._

 _Wilson stopped outside the elevator from her glare. "I'll wait for the next one," he muttered._

 ** _I've got news for you, pal—that elevator isn't moving until both test subjects get in._**

 _She glared at the ceiling, a look of pure venom, then scooted aside enough for Wilson to get in. He did so._

 _The elevator slowly made its way to the next test track. Slowly being the operative word._

 _"Uh, hello," he tried._

 _"Shut it," she commanded._

 _He tried very hard not to sigh._

 _'Cooperative Testing Initiative.' It was already going so well._


	10. Follow The Pipes

**Chapter 10, everybody! In which the effects of the cooperative testing initiative are seen….**

 **Don't Starve © 2013 Klei Entertainment**

 **Portal © 2007 Valve**

"Wilson."

Wilson jerked awake—he must have dozed off. Sitting up. Oog, his back hurt.

He looked up to see Willow standing over him, one hand on his shoulder to shake him awake, the other holding yet another packet of Twinkies.

"Hungry?" she asked.

"Have you been sneaking food?" he asked, accepting the Twinkies.

"Me? _Nooo_ ," she drawled, tossing her head. "I _tried_ , but a little Wilson popped up on my shoulder and started scolding me."

Wilson couldn't help but scoff at that—the closest he normally got to a laugh. Oi, she _did_ have a point.

"Well, we ought to get ready," he declared, standing and stretching a bit. "You take care of…things…and I'll see about finding a first-aid kid—we might need one."

"You won't sneak food while you're at it, will you?"

"Me? _Nooo_ ," he mocked. "If I do, I might have a little Willow pop up on my shoulder!"

She laughed—at least that was something.

* * *

 _This cooperative testing initiative thing was beginning to wear on him._

 _The girl refused to talk to him, which irked him slightly. Why was it that the two people he was stuck with currently either wouldn't talk at all or wouldn't shut up?_

 _The silence he could take, however._

 _Her antics were what he couldn't._

 _She seemed bound and determined to sabotage the tests at every turn, fortunately stopping short of dumping him into acid. But still—switching portals when he was about to walk through one, redirecting thermal discouragement beams at the worst possible times, shooting cameras off the wall, or fooling about with the portals and their conservation of momentum._

 _It was enough to drive him insane, and worse, the test track supervisor was having a ball, howling with laughter at his grief._

 _He was distinctly frazzled three tracks later, a portion of his hair smoking from a thermal discouragement beam that she had opened up very close to his head. Ow._

 _He sagged against the side of the elevator as it went to the next testing track, her on the opposite side, as far away from him as possible._

 _"Listen," he said finally—he might as well air out his grievances. "We can't keep going on like this—you'll kill me if you do."_

 _"That's the plan."_

 _Or he'd kill her. Either way. "This would be a lot easier if we worked together—"_

 _"If you don't shut up, I'll make you look into the operational end of the device."_

 _Oi. "This would go faster if we worked together."_

 _"And why do I care?"_

 _"Well, the sooner we get through these tracks, the sooner we get back to our lives." And I never have to lay eyes on you again, he silently added._

 _She didn't say anything for the longest time._

 _"Fine," she sighed._

* * *

Wilson watched as Willow flew through the air, landing on a scaffold. She was so much better at the more physical aspects of testing than he was.

"Are we getting close?" she asked, as he walked through a portal she shot on her level.

"I'm…not quite sure, actually," he said, scratching his neck. "My normal landmarks seem to have rotted away."

She made a noise in the back of her throat and looked up. "What about following the pipes?"

He glanced up to see a cluster of pipes running in the same direction. "That might work," he said. "Especially if we can find a ventilation duct—those _have_ to run to the surface. Or a management rail—that would take us to a control center, and then we could summon an elevator."

"Lead the way then."

He did so.

How far they had come, he reflected. Cooperative testing was a success.

But was there anyone left in KVAS who cared?


	11. Bots Building Bots

**Chapter 11, everybody! I've decided to add an update every other Thursday for this one in addition to the Tuesday updates—I've got enough of a buffer on this one to do so, so we shall see how this goes….**

 **Don't Starve © 2013 Klei Entertainment**

 **Portal © 2007 Valve**

They found a management rail and followed it.

"Why didn't that turret fire at us?" Willow asked.

"Let's not look a gift horse in the mouth," Wilson said. "Hmm…the rail seems to be leading towards an assembly area."

"Assembly area?"

"To put it in plain terms: bots building bots."

"Ah."

Wilson debated about telling her the story he had heard—that the people working on it had been replaced with animatronics—but decided against it. In this environment, it made it too scary.

 _The absence of any other employees was beginning to scare him._

 _"We'll run into someone soon—don't worry," he told her. "We'll run into someone and report that test track supervisor—"_

 _"Or they're in cahoots with him and will turn us right back over to him," she said._

 _"Don't be so pessimistic."_

 _"That's really hard at the moment—didn't you say that this place employed hundreds of people?"_

 _" Thousands of people."_

 _"Shouldn't we have run into someone by now?"_

 _He hated to say it, but she had a point. He leaned against a desk, thinking—_

 _Wait…._

 _He looked at his hand, the fine layer of dust showing up beautifully against the gray gloves. On the desk was a perfect outline of his hand._

 _There was never dust in KVAS. Never._

 ** _Fine! Fine!_** _The test track supervisor yelled—he'd be stonily silent for about five minutes before trying again. **Go ahead, get lost back there and die! A cleaning bot will find you eventually!**_

 _Not 'an employee will find you eventually'—a machine would._

 _What was going on here?_

 _"This way," he commanded, heading for the next door._

"Are you sure?"

"This will lead us to a control panel—I'm sure of it."

They left the management rail, turning down a side hall and heading down it.

"This looks familiar," Willow noised after a while.

It did. It really did.

It really, really did.

Wilson stopped dead.

"What? What is it?" she asked.

Wilson swallowed hard. "Ah…to get out of here…we have to go through _his_ chamber."


	12. His Chamber

**Chapter 12, everybody! In which we approach a _very_ familiar chamber….**

 **Thanks for the review, guest! Hopefully I can continue to please! :D**

 **Don't Starve © 2013 Klei Entertainment**

 **Portal © 2007 Valve**

 _There was a chamber up ahead._

 _"Should we go there?" she asked._

 _"All the other doors are locked," he said, rattling another doorknob. Nothing for it—they had to go that way._

 _Their test track supervisor had been eerily quiet. It seemed that the closer they got to that chamber, the deeper the silence became. Walking towards it became an ordeal…._

They were taking smaller and smaller steps.

"This is silly," Willow hissed. "He's dead."

"Yes," Wilson noised.

But could something like him really truly die?

They neared the door—

 _And shoved it open, revealing the chamber's interior._

 _There were computer screens mounted on the walls, and keyboards lining the desks, a room with a button to the left, a red phone to their right—_

 _The phone's line was cut._

 _But that was only a momentary distraction._

 _What kept his focus was the black cables that dominated the room. Dangling from the ceiling, running down the walls, snaking along the floor, pitch black cables an inch thick in diameter, all heading towards…._

 ** _Well, you found me._**

 _A man sitting on what looked like a throne._

 ** _I hope you're pleased with yourself,_** _he said. **All that running around and tearing up—you're in a world of trouble.**_

 _He was tall, from the looks of it—tall and thin. Very thin—Wilson could see his bone structure. He was pale, wearing a variation of the KVAS testing jumpsuit…._

 _And the sclera of his eyes were black, making his yellow irises stand out._

 ** _So!_** _He said, putting his hands behind his head and leaning back. **What do you have to say for yourself?**_

 _The way he moved was off somehow—like someone else was moving him. And the way he talked—his mouth was moving, it went with what he was saying, but it didn't sound like someone talking from across the room…._

 _And when he moved, some of the cables had moved as well._

 ** _Well, I suppose there's nothing for it—I'm just going to have to kill you myself._**

Wilson raised a shaking hand to push the door open—

And stopped.

"Just do it," Willow chided.

He swallowed and took a deep breath. He was being silly. He had helped to rid the world of their persecutor. He had done it….

But not alone.

He looked at her.

"We open this together."

She nodded, readied her portal gun; he did the same.

They shoved the doors open.


	13. Ruin

**Chapter 13, everybody! In which the third law of Thermodynamics is demonstrated….**

 **Don't Starve © 2013 Klei Entertainment**

 **Portal © 2007 Valve**

The doors fell off their hinges.

"Wow," Willow noised.

"Yes," Wilson agreed slowly.

It was his chamber, and Wilson could see how it had been before—

 _Arching ceiling, too far for them to see—_

But it was open to sky now, with vines draping down—

 _Cables black as night draping everywhere—_

But now they were ash-gray….

"Wow," Willow noised again.

Wilson seized up—he had followed the cables to their inevitable end.

There was a body lying there.

"Is he dead?" she whispered, clutching his arm.

"I…I don't know," he murmured. "I think so…."

They carefully edged around, never facing away from him, slowly getting closer….

Wilson was mildly surprised to note that he did not show the same level of ruin that the rest of his chamber did.

That was worrisome.

If he were standing, he would have been at least a head taller than Wilson, and even thinner—bones were visible through the rather translucent, pale skin. The ash-gray cables trailed down, attaching to his back, the back of his head, the back of his hands—

 _The way he moved around—like someone else was pulling the strings—_

He was facedown, and Wilson was perfectly content to leave him that way—if he had flipped that sprawled body over, he would have been afraid that the eyes would open, revealing those black sclera and yellow irises, that he would launch upward to throttle him, still spewing hate—

"Wilson."

Wilson shook himself, looked at Willow; nudged her, indicating a staircase half-hidden by a fallen panel.

"Come on," he said. "Let's go."


	14. The Reboot

**Presenting Chapter 14, everybody! Home of one of the first big "Oh *bleep*" moments in** ** _Portal 2…._**

 **Don't Starve © 2013 Klei Entertainment**

 **Portal © 2007 Valve**

It had taken a few minutes before they felt comfortable enough to talk again.

"We should be getting close," Wilson told her. "The control panels were in this area before…ah…."

Great—he had brought _him_ up. _Again._ Why couldn't they get away with never mentioning their tormentor again?

"Then let's hurry," Willow said, deciding to break the awkward silence. "I want to get out of here."

"I second that emotion," Wilson muttered. "Ah, here we are."

He threw himself at the door to get it off its rusted hinges. It didn't budge.

"Come on," she said. "Both of us. One, two, _three—_ "

 _That_ did it.

"Wow," she noised, looking around the narrow, circular room with the impossibly high ceiling. "That's a lot of switches."

"Yes," he noised. "We'd do best not to flip any unnecessary ones. Look for one that says 'escape hatch' or something to that effect."

"Like 'eject'?"

"That one would probably be best left alone."

She tilted her head, trying to read in the dim lighting. "I can't really see in this."

"Hmm….Ah, hold on."

A squeaking prompted her to turn. Wilson was levering a computer panel open.

"With a few key connections," he muttered. "I should—ah."

The lights came on.

"We should be able to see what we're doing now," he said.

Something juddered.

"What was that?" she asked.

"Uh," he noised, looking around. "We seem to be turning…."

They began going up.

"Now we're going up," he noted.

"Please stop stating the obvious."

"Hold on, I can fix this." He fiddled with some more wires.

They stopped. "See?" he asked. "Fixed."

They started rising again. "Oh, no…that made it go faster."

" _Do something!"_ she commanded, beginning to feel panic rising. The platform was tripping all the switches—

"Hold on, hold on, I can fix this— _work, you stupid piece of—"_

They stopped at the top.

In _his_ chamber.

"Wilson," she whispered. Hysteria was setting in—she could feel it.

" _Central computing system startup initiated,"_ that annoying announcer declared.

" _Wilson!"_ she shrieked—or she would have, if all her breath hadn't abandoned her.

"Don't panic!" he chided—but he was panicky too. "Come on! Stop! _Stop!_ "

He was ripping wires out, trying to halt the process, but it was inexorable….She watched black trickle down the cables, replacing the ash gray….It reached _him_ —

His hand twitched.

They had to run—but her legs had frozen, her muscles locked in fear. Wilson was shaking too violently to do anything—they're only choice was to run. Quick, before he saw—

His arm was pulling up now, elbow up, other hand gripping a cable and pulling him to a sitting position, his head still hanging—there was still a moment to run—

And then he raised his head, revealing his gaunt face and his black sclera—

And impossibly, yellow irises blinked into existence—

And locked right on them.

 **Oh, it's you.**


	15. The Puppet Master

**Chapter 15, everybody! In which we officially meet a certain snarling string-puller….**

 **Don't Starve © 2013 Klei Entertainment**

 **Portal © 2007 Valve**

This was awful. This was _beyond_ awful. Their worst nightmare was back, right down to the last least detail, right down to his name neatly embroidered on the front of his test track suit—

 _Maxwell._

 **Well, you look distinctly worse for wear,** he said, almost conversationally. **So how've you been while I've been busy being dead?**

Wilson very minutely shifted so he was between her and him—like that would help. They didn't even have a portal gun to defend themselves with right now.

The action wasn't lost on Maxwell. **Oh, right—the boyfriend.**

Before they could even _think_ about responding, a claw dropped down and snatched Wilson up.

Willow shrieked in alarm as the claw contracted—Wilson's scream wasn't enough to cover the crunch of his bones.

A second claw snatched her up before she could move.

 **All right, let's be honest here,** Maxwell said conversationally, hauling up to a standing position as the first claw tossed Wilson carelessly away. **We all said some things that you're going to regret. But I think we can put that behind us, don't you?**

Willow writhed and squirmed, trying to break free.

 **The silent treatment again? I can see you haven't matured any. Well, I know just how to fix that. But first….**

Willow writhed anew—the claw was moving, something in the ground opening—

She recognized it—the incinerator.

She beat ineffectually against the claw, tried to push it open—tried vainly to see Wilson one last time—

And then the claw released, and she was plummeting into darkness.


	16. The Incinerator

**Chapter 16, everybody! Which was uploaded today because both this and the last chapter were pretty short….**

 **Don't Starve © 2013 Klei Entertainment**

 **Portal © 2007 Valve**

When she hit bottom, she was mildly disappointed that she wasn't instantly incinerated. As a matter of fact, it was a little chilly—

 _Of course it's a little chilly, you dunce,_ she mentally scolded. _The incinerator's been off for forever—_

An eruption of flame up ahead alerted her to the fact that this was to be remedied.

 **Pardon the mess,** Maxwell's voice declared. **I haven't been able to get to it lately. Gee, I wonder why?**

She forced herself to ignore him and stand. There had to be a way out, right?

 **Anywho, while you're down there, see if you can't find a dual portal gun—then we can get back to important stuff, like testing.**

A moment of silence. Willow stepped forward.

 **Oh yeah,** he added as an afterthought. **Try not to trip over any pieces of me while you're at it.**

Yup—same old—

 _Five things thrown down the incinerator—because if the thing in front of them wasn't human, it was machine, and machines broke after too many parts were taken away—_

She shook her head—now was _not_ the time to be trapped in the past. She had to get out of here, escape—

Wilson.

She didn't know if he had cameras down there, but she was _not_ going to cry. Not now.

 **Hey, we don't have all day here,** Maxwell chided. **Actually, scratch that— you don't have all day. Once that baby gets warmed up you'll go poof. Not that you don't have a death wish, but if memory serves me correctly, the last time I tried to kill you you didn't go down quietly. Or the time before that, come to think of it.**

At least he wasn't pretending. Dollars to donuts he was going to try to kill them again.

Kill _her_ again….

 **Well, while you're loitering I can clean up here. Now where did I throw that little idiot?**

She didn't know if he were still alive or not, but she did _not_ want to see Wilson's ruined body thrown down here like trash.

She had to go.


	17. The Theory of Schrodinger's Cat

**Chapter 17, everybody! In which Willow reflects on a rather macabre science theory….**

 **Don't Starve © 2013 Klei Entertainment**

 **Portal © 2007 Valve**

The incinerator was steadily warming up—probably another five minutes, and it'd reach its standard "4000 degrees Kelvin."

Even when they had been sliding towards their doom, Wilson had taken the opportunity to correct their persecutor. " _It's 4000 Kelvin,"_ _he snapped. "The Kelvin system doesn't make use of degrees."_

 ** _Well, you'll have to tell him that when you see him, won't you?_**

 _Wilson's irritation at an improper science term snapped her out of her horror, enough to quickly spot a likely way out—_

 _She shot a portal at the wall above the viewing platform in front of them, then one to the side—_

 _"Jump!" she ordered, shortly before doing so._

 _She managed to eke through the portal, but Wilson's foot caught on the lip—she reached back and hauled him forward before he could slip back—_

 _They lay on the platform, gasping._

 _"He tried to kill us," Wilson said finally._

 _Their persecutor, meanwhile, was spluttering at their survival. **What do you think you're doing, you…you….**_

 _Willow blinked as he trailed off. Maybe he had given himself a coronary._

 _He spoke again, proving to Willow that her luck just wasn't that good. **Congratulations, you passed the final test!**_

 _Willow looked to Wilson, who shook his head minutely—no, that wasn't part of the test._

 ** _We'll be sending someone along to collect you shortly, so….Just lie there like you're doing. After all those tests, you need a break, right?_**

 _The way he was talking, all cheery now, set off every warning bell Willow possessed. Whatever they did, they most certainly should not just keep lying there._

 _She saw white paneling above them, a railing…._

 _There was another level._

 _"Come on," Willow announced, raising her portal gun. "We're leaving."_

* * *

She did indeed find a dual portal device—probably one of their old ones—and was now following the lighted prompts that were getting her out of the incinerator.

She hated to do anything _he_ wanted, but she also hated to be in the incinerator, despite its association with fire. Just bide her time, get to a position of relative safety, and then start hunting her way out.

Although now, as he said, he was on to her tricks—she'd have to do a lot better this time around.

She hated it—hated that she couldn't escape his inexorable chatter, hated the fact that she was right back where she started. It was like her whole escape and time with Wilson was a dream.

But as she listened, she noticed something: he was scared. He was scared and he was broken.

His voice—which had always reminded her of a harmonium—sounded wheezy, like someone had let it fill up with dust and then played with the bellows. Whatever they had done to him before, it had done a number on him.

And he was bound and determined not to let it happen again.

 **You know what I found out?** He asked, still rambling. **It turns out I have a sort of black-box quick-save feature—so in case of a quote-unquote 'unexpected shutdown'—** she could just picture him doing the hand motions— **the last two minutes of my life are recorded for analysis. So I got to experience the last two minutes of you two killing me over and over and over and over for the rest of eternity.**

She wondered what a blue screen of death for Maxwell would look like. Probably something like _Say, pal, you've got a major malfunction going on—press any key to continue._

She had to fight a smirk down.

 **I don't know about you, but a lesser person would be angling for revenge, don't you think?**

Ignore him—that bothered him worse than anything she could possibly say.

 **Ah, the silent treatment—I can't say I missed this. I suppose that was one benefit of the cooperative testing initiative….Oh hey, look at this! I have a file here about reanimating the dead! 'Project Touchstone.' Huh. Maybe I ought to find the moron and bring him back—I did miss seeing his veins pop.**

Wait—what? He hadn't found Wilson yet?

 _Don't get ahead of yourself,_ she chided. Most likely, he hadn't dedicated any time to looking for him.

That was good, she decided, forging ahead. If he found Wilson, then he'd use that to torture her worse than he already was. So long as Wilson was still missing, there was still hope. Wilson was now playing Schrodinger's cat—so long as no news of him surfaced, then he was still alive.

Wilson would probably like the scientific correlation, she decided.


	18. The Den

**Chapter 18, everybody! In which we discuss the Dens….Scared the bejeepers out of me when I first stumbled on one. :O**

 **Don't Starve © 2013 Klei Entertainment**

 **Portal © 2007 Valve**

 **Ah, finally! We can start officially testing!**

Joy.

 **Now, since you were in stasis so long, you've probably suffered some brain damage, so we'll start things off simple. Well, simpl _er_.**

She just employed her old technique: stony, absolute silence.

 **I see it affected your vocal abilities. Not that it hurts my feelings. Welp! First test—knock yourself out. Literally.**

She hated him, she decided. No, wait—she had hated him _before._ Now it was somewhere along the lines of pure loathing.

She took a deep breath, forced herself to focus—one test at a time, keeping an eye out for an escape. Take it one step at a time, just like Wilson would chide….

 _Oh please be alive_ , she silently begged.

* * *

Five tests later—five tests filled with his jeering, insulting, and badgering.

Willow could not say that she missed it.

The worst of it, however, was the worry that he was exactly right about her having some form of brain damage. A few tests ago, she could have sworn she had seen Wilson peeking out from behind a panel before it was pulled back into place—but that was silly, right?

 **Hey, quit your daydreaming! I've got work to do here!**

She scowled at the camera before looking away angrily. No. She was _not_ going to give him the satisfaction. Not an ounce. He thought he was so great? He thought he could just take everything of hers, her freedom, her life—

Her friend….

A heavy sigh. **I suppose I could clean up some more—this place really is a dump. I wonder why….Maybe because I wasn't able to tidy up for forever. Gee, I wonder whose fault that was.**

Oh, _shut up_.

And then some garbage bonked her on the head.

 **Oops—sorry.**

Yeah, right. She tossed her head and walked into the next test.

 **Please don't mind the garbage lolling about uselessly.**

She didn't—she was too busy looking at some long black panel with an illustration on it. Like she was supposed to stand on it….

 **Oh yeah, I suppose I should explain that—the friendly aerial faith plate: perfect for launching useless garbage into the air, although I don't think that's what it was developed for….Wait, what was it developed for?**

She decided to examine the room while he busied himself with looking it up—he'd do that, then come back with some horrible story about how some test subject used the device and then was horribly mauled. She had long ago learned to ignore him.

Let's see….Ah, what was that over there?

She fired a portal against the wall and then another one to the wall near her so she could peer through. Another Den. But how to get to it?...

 **Ah, here it is! It was developed to launch useless garbage into a wall so it would go splat. I like that description much better, don't you?**

She'd like it a lot better if she could test it without disgusting acid to fall into. Yeesh.

Hmm….maybe….

She kept her finger on the blue portal, ready to shoot at a moment's notice, and stepped on the aerial faith plate.

Instantly, she was launched into the air, only a split-second portal launch saving her from the exact fate he had described. She flew through the blue portal, out the orange one, and went tumbling into the Den, exhilarated by her accomplishment. Give her a test like that any day of the week.

She dusted herself off and examined the room.

She had found several of these odd Dens over her testing career, each one filled with odd writing that made no sense, pictures of cake and companion cubes, poetry….

 _It had been an interruption in the normal smooth, white walls, and that was what piqued her interest._

 _A companion cube had been wedged between two panels, preventing it from pulling back all the way._

 _Behind the panel was a room._

 ** _What are you doing? Don't go in there,_** _he had commanded as she clambered over the cube. **What if you get stuck, huh? It'll take me forever to get someone back there.**_

 _She ignored him, too taken up with the companion cubes pasted over the faces of people in a photo, a scrawled mantra of "The cake is a lie," and some pastiche of one of Emily Dickenson's poems. On the floor were cans of beans and disabled cameras…._

 _And what looked disturbingly like a handprint of blood._

 _She wasted no time in getting out of there, away from the pictures and the poetry…._

And occasionally, drawings.

This one, like usual, was beyond weird, drawings of the phases of the moon, with some doodle of something that looked like a pile of squid ink noodles— _Grue_ was written beneath it. A few lines she recognized as being from _The Pit and the Pendulum_ , and then a reference to something called a Nightmare Throne before it devolved into the usual gibberish.

Willow sighed, then did her usual futile effort of examining the Den for a way out. If whoever made these Dens managed to evade _his_ gaze for so long, then there had to be a way out—but she had never been able to find anything. And she certainly wasn't going to ask _him_ about these Dens.

She sighed again, then went back to the test.


	19. The Friendly Faith Plate

**Chapter 19, everybody, in which we cover the friendly faith plate some more! Love the music for this….I transposed some of the tests and didn't realize it, but I decided to roll with it, and it seems to work. :)**

 **Don't Starve © 2013 Klei Entertainment**

 **Portal © 2007 Valve**

 **Okay, so the last test was…disappointing….**

Why? Because she hadn't fallen headfirst into a vat of acid?

 **Good news, though, I found out why—turns out I had these two tests transposed. This was supposed to come before that last test.**

She stepped into a room with no deadly pitfalls, a ledge high above her, several portable surfaces, and another aerial faith plate. Pretty simple.

 **I blame being inoperable for the lapse—I'm reasonably certain it wasn't my fault. Probably human error or something like that.**

Let it rest, you jerk.

She glanced up at the portable surface above her and the ledge and shot a portal there, then looked at the portable surface directly above the faith plate. Pretty obvious where the second portal should go. She shot it and stepped on the plate.

She shot up, just shy of the portal—

And came face to face with the last person she expected to see again.

"Wilson!?" she gasped, before gravity took over again.

She landed hard on the ground, the shock of seeing him distracting her from her normal graceful landing.

 **Huh,** Maxwell noised. **I guess that one wasn't calibrated for someone of your…ah, measure. I'll add a couple of tons to the max weight capacity.**

Ignore him—she shot the portal elsewhere and jumped on the aerial faith plate again.

They grabbed at each other, him talking a mile a minute—

"We've got to get you out of here—I managed to sneak away but he'll be looking for—"

Miss and back down.

 **Wow. I think you broke it, actually. Here, let me lower the panel while I fix it.**

He did so, sealing her off from Wilson, but that didn't matter.

Wilson was alive.

 _There was hope!_

She flew through the test with an annoying amount of glee, she was sure. Maxwell voiced his irritation at her happiness after a while.

 **And what are you so happy about? Maybe you're more mentally impaired than I initially thought.**

She shot a portal at the camera.

The portal fizzled out—she noted the black wall.

 **HA! See that? Every last camera is on a non-portable surface! I  learn from my mistakes! What do you have to say to THAT!?**

She gave it some thought before she flipped the camera the bird.

 **Now that's just rude,** he said finally.


	20. The Cake

**Chapter 20, everybody! There is cake! :D Or at least, mention of cake—along with Deerclops.**

 **Don't Starve © 2013 Klei Entertainment**

 **Portal © 2007 Valve**

Willow kept an eye out for Wilson, her former vim and vigor back in full force. There was hope. She could get out of this.

She just had to stay on her toes.

 **Come on, already—I had to re-read the test-subject handbook to remember how you move this slow.**

She gave another salute, as the cameras were once again on non-portable surfaces.

 **Don't make me surgically remove those—you don't need your middle finger for optimal portal device handling.**

She stepped in the elevator, studiously ignoring him.

 **Oh hey—I saw a deer the other day—**

Didn't he just wake up this morning? How long had she been testing?

 **At least, I thought it was a deer—it was huge and blue and only had one eye. Maybe one of the experiments got out during my…forced retirement.**

Yay, mutant monsters. Here's hoping he didn't catch one and make her test with it.

 **Anyway, maybe if you behave I'll take you to the break room and tell you about it again.**

Yeah right.

 **Or maybe I'll catch it and have you do co-op testing with it. That should be fun to watch.**

Boy, could she call it or what?

* * *

 **You know, I've been thinking—**

Joy, Willow thought, stepping out of the elevator.

 **Maybe you need a fresh motivator. The cake obviously didn't work—**

You _think?_

 _Cake? This guy was seriously promising her cake as a reward?_

 ** _That's what it says,_** _he told her. **Black Forest Cake—it's overrated, trust me. Chocolate, vanilla icing, cherries on top….**_

 _Oh boy—she was salivating now. When was the last time she had even had cake? Her middle school dance?_

 _Wait—what was he saying now?_

 ** _Fish cakes, shaped like itself—who writes this garbage?_** _Although he didn't quite say garbage._

 _"I think I'll stay away from the cake, thanks," she muttered—it had been before she had decided on the silent treatment._

 ** _I'm sorry, what?_**

 _"I said, I don't want any cake," she said, projecting towards one of the frosted-glass windows high above her._

 ** _Probably wise—I think there was antifreeze in there. "Grief counseling…no cake,"_** _he said, sounding like he was jotting something down._

 _"Why would I want grief counseling?"_

 ** _Because you give me grief. Now back to testing!_**

 _And then of course, once they had escaped—_

 ** _Say, pal, you're cake's getting cold! You keep this up, and we'll eat it without you!_**

 _"He really wants to eat the antifreeze-cake?" Willow asked._

 _"I think the coding for that file got corrupted," Wilson explained. "I've been meaning to fix that."_

 _"Can we wait until after he eats it?"_

 _"HA! No, we probably shouldn't."_

In retrospect…but then again, would poison really work on a guy who was more machine than man?

And come to think of it, where _was_ Wilson? It was only a matter of time before Maxwell really _did_ run out of patience—

 **And why are you still standing there?**

She hurried on to the next test.


	21. The Birds

**Chapter 21, everybody! Sorry for the delay on this one—FanFiction was experiencing technical difficulties (a lovely 503 error). Personally, I think Maxwell did it so I'd stop posting….**

 **Thanks for the review way back on Chapter 1, Jeff! Yes, such fun! :D**

 **Don't Starve © 2013 Klei Entertainment**

 **Portal © 2007 Valve**

 **Pardon the mess—we've been experiencing technical difficulties and all that.**

She wondered how long he'd hang onto that as she watched a couple of panels scrape the detritus out of the hall and into some other portion of the facility—probably the incinerator.

 **Good news, though—a few more tests, and we'll be back in business! And to celebrate, I've got a surprise lined up for you!**

More neurotoxin?

 **Now see, this is where a normal person would be asking what the surprise was.**

She refrained from speaking, simply waiting for the door to open.

 **I'm not opening it until you ask what it is.**

She was going to be standing there a while, then.

 **Fine—I'll just shut off your recycled air. It's not like you'll be needing it.**

Oi. What was that Wilson had said? The air this far down was recycled to save on expense, and if it was shut off….

"What's the surprise?" she muttered.

 **I'm sorry—didn't catch that.**

"What's the surprise?" she repeated.

 **Can't tell you—that would spoil it.**

 _Save me, Wilson, before I combust,_ she silently pleaded, fuming.

The door sparked and stayed shut.

She heard something like banging and then some cursing. **Figures. Wait right there.**

Like she could go anywhere else—the panels were all doubly sealed now.

She heard a Doppler effect of his muttering **Do I have to do everything myself around here?** —which made no sense, considering he _was_ the facility, technically.

A tapping redirected her attention.

"Wilson!" she gasped, clapping a hand over her mouth—no need to alert _him._

But there was Wilson, waving down at her from one of those not-quite-clear glass offices.

"That won't keep for very long," he explained. "I dropped some bird eggs in the mechanism— _aah! Bird! Bird!"_

Willow watched, amused, as Wilson bolted from an angry black bird.

He was back a few minutes later, looking frazzled.

"That was it, wasn't it?" he asked. "The bird that laid the eggs? _Livid!"_

"Plan, Wilson," Willow said. "Is there one?"

"There is—three more tests. I've got an out set up there—it's in a blind spot for him, technically. Now I've got to go—he'll have overridden the system by now. Remember—three more tests!"

And he was gone.

The door slid open.

 **Finally,** Maxwell said, sounding like he was sitting back down—why did he bother with these simulated noises when he knew she knew it was all a farce? **So the doorman was fired—well, deleted, but there was some very stern talking to leading up to it. You need to get better at this testing thing, by the way—talking to a program was more stimulating than talking to you.**

Willow gritted her teeth and bore it.

Three more tests.


	22. The Surprise

**Chapter 22, everybody! In which Willow is tormented with one of the test chambers that gave me grief….Hopefully next week we'll be fully back to our usual schedule. ^^;**

 **Don't Starve © 2013 Klei Entertainment**

 **Portal © 2007 Valve**

 **Just two more tests until your surprise!**

Did he really think she was going to get excited over that?

 **But I suppose I ought to focus on this one first—hard light bridges. Liquid sunshine pumped down to form a literal bridge of light. As a matter of fact, if you were to rub your face against it, it'd feel like the sun hitting you. It'd also set your hair on fire, so— stop that!**

He shut off the bridge so she couldn't see about combusting her hair. Willow tried very hard not to pout.

 **What is it with you and your obsession with fire? Bad parenting is what my money's on, personally. Oh by the way, that's related to your surprise.**

She had personally had money on neurotoxin being related to the surprise. Well, if he wasn't going to say anything else useful—time to solve the test.

Because now, she had a motivator.

* * *

He really, truly wondered which turnip wagon they thought he fell off of.

Seriously?

Big escape planned for three tests from now—two, considering she was taking _this_ test.

Perfect.

He couldn't help but chuckle darkly at the notion that they honestly thought he hadn't been listening. Her mood swing had been enough to alert him to the fact that some harebrained scheme was being cooked up.

And at least now he knew what had happened to the idiot.

So! Test number 75 for three chambers from now—the unsolvable test. Unsolvable because it was a non-portable room filled with turrets aimed at the elevator. Perfect for ridding himself of the mute lunatic.

Next, make sure the test chamber before that was an aggravating one for her—force her to take her time, giving him enough time to send maintenance bots over to find the moron.

And he had _just_ the test chamber for _that._

* * *

Thermal. Discouragement. Beams.

With discouragement redirecting cubes.

And turrets for good measure.

Her chest was burning from keeping a scream in.

She thought back to the _last_ test she couldn't figure out, involving three of those beams, their receptors, and one of those stupid cubes. She had never figured it out, and after an eternity trying to, had finally given up and focused on escaping.

Obviously, _he_ remembered the grief it gave her too.

 **Have fun figuring this one out,** he practically cackled. **I'll be finishing up some behind-the-scenes scrubbing while you do. And don't forget—your surprise is in the next chamber, so don't dally!**

She gave it some thought before using the portal gun to pick up the redirection cube with the intention of redirecting a beam so it fried the camera off the wall.

The lights cut out.

 **I know I paid that utility bill—**

A sharp whistle and a flash of light redirected Willow's attention.

Wilson, just inside an open panel, waving frantically at her.

"What are you _waiting_ for?" he asked. _"Run!"_


	23. The Plan

**Chapter 23, everybody! In which the writer appreciates the fact that flashlights are called torches in England….Ah, the** ** _Don't Starve_** **-accurate puns….**

 **Don't Starve © 2013 Klei Entertainment**

 **Portal © 2007 Valve**

They ran through the warren of maintenance scaffolding, ignoring Maxwell's initial attempt to convince them that they were practically out the door.

Now, he had switched tactics, and was trying to squish them by moving test chambers.

Wilson struggled to stay ahead, leading them out—

"There! In there!" he yelled, pointing—a lance of pain jolted up his side.

Willow grabbed his arm, dragged him forward—there went some more pain—and then they were sequestered in one of the maintenance areas, away from _his_ reach—

And then all the lights cut out.

"Well, _that's_ mature— _augh!"_

"Sorry!" Willow said, releasing him from her sudden hug. "Are you all right?"

He had had most of his ribs broken by Maxwell, which had just been aggravated by her hug. No, he was not all right.

But at least she cared….

"Hold on," he gasped, ignoring her question. "I have something here…."

He lit up a torch. "Ah, here we go."

"Where'd you find that?" Willow asked.

"It was laying about. Fortunately, the batteries were still good. Now let's see," he noised, shining the light around. "I think we go…this way. Not this way," he said quickly, when he made the turn and saw it was a dead end. He took the other fork and focused on going forward and not jolting his ribs.

Willow, meanwhile, was unleashing a torrent of chatter—probably pent up from giving Maxwell the silent treatment. "How'd you get away? Where are we? What's the plan? Is there a plan?"

"The plan is to not get caught again," Wilson explained. "We need to escape, but right now the only way to do that would be to call an elevator from _his_ chamber—I've tried a few of the computers, but they're all locked."

"Oh."

Wilson wondered if she had a mental impression of a computer screen with a massive keyhole in it. "So—before we go back, we have to declaw him, so to speak. And to do that, we need to take out his two big weapons."

He waited for her to get it.

It didn't take long.

"The turrets and the neurotoxin," she guessed.

"Exactly. I know you're not fond of me saying it, but I know exactly where they both are."

He glanced around a bit before continuing.

"Now all I have to do is remember how to get there."


	24. Rust and Grime

**Chapter 24, everybody! In which some progress is made….**

 **Don't Starve © 2013 Klei Entertainment**

 **Portal © 2007 Valve**

The maintenance areas had not been maintained, ironically.

"And all this time he said he was fixing this place up," Willow muttered.

"He lied, obviously," Wilson pointed out. "No one would ever see this now—I suppose he felt that his attention was better directed to the testing tracks."

Willow sulked as she scanned the area for portable surfaces—ah, there. She fired the first portal and looked for another surface, finding one about ten feet back on the scaffolding.

They walked through and continued picking their way through the detritus.

 _There was grime everywhere._

 _" Now will you admit that there's something wrong here?" she asked._

 _He looked around at the grime and the stagnant pools and the rust, a fretful look on his face. "Well…ah…eh….There has to be a logical explanation for this!"_

 _"There is—the guy killed everyone and left this place to rot."_

 _"Then why continue testing?"_

 _"Because the guy's a nut!"_

 _Too late—Wilson was pacing now. "No, no…one guy can't have killed everyone in the facility and disposed of their remains—there are programs—"_

 _He stopped abruptly, an odd look on his face._

 _"They have programs for disposing of bodies?" she asked, appalled. "What kind of sick twisted place is this?!"_

 _"There are programs in place," he said slowly. "To keep people from becoming violent…that's run by the central computer."_

 _"A computer?" she asked incredulously, as he went over to bang his head gently against an I-beam. "That was a person torturing us! There wasn't a thing mechanical-sounding about him!"_

 _"Yes there was," he said, increasing his banging's strength._

 _"That was the mike…wasn't it?"_

 _Bang. Bang. BANG. BANG. BANG. BANG. **BANG.**_

 _She tapped his shoulder, concerned about his sudden stop._

 _"I think I remember," he said slowly. "Before—I was reading a file—I don't remember why—I got in trouble for it, serious trouble, but…something happened before I could get fired and relocated."_

 _He looked at her._

 _"That file," he continued, weighing every word. "It was about linking up a human being with a computer network."_

 _She said the only word applicable._

 _"Woah."_

"Woah," she noised upon spotting the new room.

"Agreed," Wilson declared. "So he's doing more spring cleaning than I gave him credit for."

The orange light at the one end—that must have been the incinerator. There were multiple conveyor belts heading for it, loaded down with junk.

"No portable surfaces," Wilson said after a few moments, jolting her out of her focus.

"We'll have to jump across," she declared, looking.

"I'm not sure that's wise…."

"Do you have a better idea?"

He glanced around, then up.

"Actually, I do," he muttered, smiling slightly.


	25. The Oracle

**Chapter 25, everybody! In which we get lots of** ** _Portal_** **and** ** _Don't Starve_** **references courtesy of our creepy friend the Oracle Turret! Yay! And then we either kill it or torment it….And yes, _Mojoceratops_ was named by a bunch of drunk scientists shooting the breeze. Weird, isn't it?**

 **Don't Starve © 2013 Klei Entertainment**

 **Portal © 2007 Valve**

"A few more…got it!"

She clung tightly to the hanging arm, using her free hand to tighten the cables holding them fast. The portal gun was carefully cradled between her and the arm, as Wilson was busy reprogramming it to take them over the conveyor belts.

"Wow, that's a long way down," she observed, noting the drop between the belts.

"Ah, yes, I'm sure," he said, studiously avoiding looking down. "Let's not fall, shall we?"

"Wasn't planning on it."

There were blinking lasers.

"Wilson," she hissed, panicked—they weren't even halfway across, and if those turrets open fired—

 _"Turret redemption in progress,"_ the man from the earlier testing tracks declared. _"Please do not engage with turrets on their way to redemption."_

She blinked. "Do what?"

"Brought to you by the same company who thought that designer-color turrets were a good thing," Wilson declared flatly.

"Seriously?"

"Oh, yes—I saw the schematics. You can have your standard coloration, Forest, Desert, Sable, Evening at the Improv—and my personal favorite, 'What Idiot Picked _That_ One?'"

"That was an actual design?"

"Yes indeed—I think they were firing off names for the designs and just copied it down word for word. Like how _Mojoceratops_ was named. Ah, here we are."

He fiddled with something, and the arm stopped over a platform.

They were untying themselves when Willow heard a tiny turret voice say _"I'm different!"_

She glanced up—there was a turret now.

"Hold on, I'll be right back," she said, handing the portal gun to Wilson and jumping on the belt before he could protest.

 _"Turret redemption belts are not rides,"_ the announcer declared. _"Please remove yourself from the turret redemption line."_

"Get stuffed," she muttered, dodging around the detritus until she reached the "different" turret. She picked it up—it was surprisingly light, for something that could unleash a payload similar to that of a Tommy gun in an equal amount of time.

 _"Thank you,"_ the turret chimed as she jumped back onto the scaffolding.

"You're welcome," she returned, before focusing on looking sheepish at Wilson's irritated expression. "What?" she asked, feigning innocence.

"Did you seriously just risk your life to get a defective turret?" he asked.

"It was a spur of the moment action."

He shook his head and continued down the scaffolding.

"Be free, little buddy," Willow said, putting the turret down.

 _"It won't be enough,"_ it said.

"I'm sorry? I thought you'd appreciate not being trashed."

 _"Don't make lemonade."_

"Huh?"

 _"There must always be a king for the throne."_

"What throne?"

 _"Descend to the depths and you will find_

 _"The way the facility lost its mind."_

She had read that before—it was scrawled in one of the Dens.

"Did the den-guy reprogram you?" she asked it.

But the turret was shutting down.

 _Charlie, Charlie,"_ it sighed as it ceased to function. _"I'm so sorry, Charlie."_

"Who's Charlie?"

The turret didn't answer.

"Willow?" Wilson called from ahead.

She shook her head and left the turret, forever watching as its fellows went to their doom.


	26. The Turrets

**Chapter 26, everybody! In which we recount Willow's first experience with turrets….**

 **Don't Starve © 2013 Klei Entertainment**

 **Portal © 2007 Valve**

Willow followed Wilson in silence, trying to figure out the turret's ramblings.

She was fairly certain that was what it was—ramblings.

But she had seen a throne before….

 _He stood up, the throne he was sitting on melting into individual cables that writhed around them—_

 _"Hello?"_

She looked up in horror—grabbed Wilson's arm—

But he didn't seem perturbed.

"Oh good," he noised. "We're there."

* * *

 ** _Oh hey—bad news on your next test: it had to be shut down for maintenance purposes._**

 _Maintenance purposes? What maintenance purposes?_

 ** _But good news! We have a different test chamber that'll work—oh wait._** _Papers shuffling. **Ah, these legal disclosure forms say I have to tell you that….** More shuffling. **The test chambers you'll be going through are used as live-fire tests for androids.**_

 _What on earth did that mean?_

 _She'd find out soon enough, she reflected, giving the information panel a cursory glance before rounding the corner—_

 _"Hello?"_

 _"Huh?" she gasped, freezing—there was someone else here!_

 _But the only thing she saw was a white egg on a tripod with a single red eye—_

 _And a red laser pointed right at her._

 _"Target acquired," chimed the same cute little voice._

 _She recovered enough of her faculties to dodge back to cover before the thing open-fired._

 _She cringed in her cover, hands clapped over her ears as the sound of gunfire filled her world._

 _She cracked an eye open when it all finally stopped, uncovered her ears in time to catch the tail-end of a dark, dark chuckle…._

 _And looked back to the information panel, to that little square that showed the same egg-shaped machine firing at a stick-figure._

 _A stick figure that looked very much like it was collapsing, dead._

And now she was seeing where the little soft-voiced nightmares were made.

"The turret assembly line," Wilson whispered, as they watched the turrets zip by on a conveyor belt, pausing only to test-fire on a dummy that jinked and writhed much too realistically for Willow's taste. "There's a control booth up ahead—if we get there, we can shut these little monsters down for good."

"Why are we whispering?" she asked, voice low.

"I…I don't know," Wilson admitted, returning to his normal volume. "It's not like these things are programmed to track sound…uh…."

He flinched, anticipating the customary hit she delivered whenever he reminded her that he worked at KVAS.

She opted for patting him on the shoulder instead.

"Come on," she declared, hefting her portal gun. "Let's do it."


	27. The Near-Miss

**Chapter 27, everybody! In which we meet one (or more) of the more entertaining members of the** ** _Portal_** **cast….**

 **Don't Starve © 2013 Klei Entertainment**

 **Portal © 2007 Valve**

They stood at the only place they could find to move forward, frozen for what felt like hours, trying and failing to get their legs to unlock so they could run.

Because the only way forward crossed right in front of the test dummy.

Willow couldn't help but watch every time a turret fired on it, filling it full of fresh lead and making it jump and twitch pitifully. She couldn't help but imagine it was _her_ , or _Wilson…._

There was a thirty-second interval in between turrets. It was enough that they could make it if they ran.

"Okay, I'm going," she declared, for what must have been the third time.

"I'll be right behind you," Wilson said, sounding like it hurt to breathe. Wait, could he run? He had been painfully slow, like that monster had hurt him irreparably—

A turret finished testing, and she felt a shove behind her.

She took the cue and ran as fast as she could—reached cover—turned—

He was right behind her.

But he wasn't going to make it.

 _"No!"_ she screamed, as a turret locked into testing position—Wilson flinched into a ball, anticipating the end—

 _Clickclickclick—_

 _"I got 'em, right?"_ the turret asked, in an odd male voice.

Wilson's expression had to mirror her own—she absolutely could not _believe_ their luck.

She ran forward and dragged him to cover before the next turret—this one fully operational—clicked into place. A few stray bullets _ping_ ing behind them notified her that it had seen them anyway.

But they were safe now. For how much longer, she wasn't sure. But for now, they were safe.

She just had to keep telling herself that.

"Are you okay?" she asked, having to check him for holes, just to satisfy her fears.

"F-f-f-fine," Wilson chattered, shaking. "I…I thought I w-was…d-d-done f-f-for…."

"Me too," she said, touching his side to turn him around—he flinched away.

"How bad is it?" she asked, remembering the claw that had squeezed his chest before callously flinging him away.

"I'll live," he hissed, holding his arms in a protective position around his chest. "Let's keep moving, shall we?"

She watched him carefully pick his way down the half-rotten steps and decided that if she got the chance, she'd blacken Maxwell's eyes for this.

It gave her some comfort.

* * *

"Here we are!" Wilson declared, forcing himself to sound cheerful—Willow treating him like he was made of glass bothered him too much. "The control booth is right over there!"

"Great!" Willow said. "Now how do _we_ get over there?"

Good question—the control booth was on the other side of the turret-filled conveyor belt.

He glanced around, made a positive noise when he spotted the answer. "You're not thinking with portals, Miss Willow."

She followed his pointing finger, glancing around—he could practically see the calculated trajectories zipping around her head—

And then she looked at him.

"I don't think you'd be able to handle it."

Ugh. "I'll admit, I'm not the best when it comes to the more physical tests—"

"That's not what I mean."

He knew that. "So what do you propose we do?"

Her answer was cut off by a defective turret zipping by their heads, on its way to the incinerator. " _Uncool, man!"_ it screamed as it hurtled to its doom.

"Listen," he said quickly, before she could formulate a counter-argument. "Yes, I'm in pain right now—but it'll take three or more _months_ for my ribs to heal. We don't have that time. The longer we take, the longer _he_ has to formulate a strategy to be rid of us once and for all."

"Won't he need someone to test with?" she asked.

"I don't doubt that he has… _other_ resources he can tap—but that's beside the point. I'm _fine_ —now let's focus on escaping already."

She looked like she wanted to argue, but thankfully refrained. "Fine," she said. "But you let me look for a softer landing for you first."

"Fine, fine," he sighed.

She was already sailing through the air.

"Glad we had this little chat," he muttered.


	28. The Hack

**Chapter 28, everybody! In which we theorize just** ** _why_** **we can't watch Wheatley's hacking attempts and the writer apologizes for the delay—we'll be back to our regularly scheduled program next week, though.**

 **Don't Starve © 2013 Klei Entertainment**

 **Portal © 2007 Valve**

She found a softer way across for him, and in short order they were standing in front of the door that led to the template turret.

"You see," he explained, in an attempt to get over his irritation at being coddled. "This turret here acts as the template for the rest of them. The computer checks this one and then checks the others."

As he said it, the computer did just that, scanning the template before requesting a response from a defective turret.

The defective turret responded, and it went flying.

"Okay," Willow noised, nodding. "So how do we get in?"

"Well…I can't really do it with you watching…."

He faltered under her glare.

 _"It's standard procedure, honest!"_

 _She was still glaring at him._

 _"I'm not allowed to override any systems with unauthorized personnel watching," he explained. "And technically, you are unauthorized personnel."_

 _"I don't believe you," she said flatly. "We're running for our lives here and you're worried about proper procedure?"_

 _"All right, fine," he noised, waving. "Just—just turn around, okay? It'd make me feel better."_

 _She sighed and turned around._

 _"Thank you," he said, getting to work._

"Huh."

"What?" Willow asked, looking over her shoulder.

"It's not working," Wilson noised, tapping the sequence again and getting shut out. "He must have changed all the passcodes."

"He can do that?"

"He's the central operating computer, so I'm going to say yes, he can."

"Can't you hack it or something?"

"This'll be my third try—if I fail _this_ time, he'll be alerted and maintenance bots will be flooding our immediate area."

He glanced back to see her shiver—yes, the notion didn't appeal to _him_ either.

"Move," she ordered, pulling him away from the door.

"And what do you think you're—"

She slammed the butt of the portal gun into the window, shattering it.

"Doing," he finished weakly.

She reached in and unlocked the door, pulling it open.

"Ta-da—hacked," she declared.

"I suppose the low-tech approach would work here," he admitted. "Now we just move the template turret—and probably throw it over the railing for good measure."

She did so.

" _Template turret missing,"_ the announcer declared. _"Switching over to template memory."_

"Oh," Wilson noised.

"Well _that_ didn't work," she observed.

"I noticed."

"So now what?"

"I don't know—give me a minute."

She gave him a moment of silence, punctuated by a defective turret yelling _"You can't fire me—I quit!"_ as it flew to its doom.

They looked at each other, realization dawning.

" _I've got an idea,"_ they said.


	29. Defective Turrets

**Chapter 29, everybody! In which Wilson and Willow join the proud ranks of all the** ** _Portal_** **players who just sat there and listened to the turrets on the turret line while Wheatley tried to hack an open door….**

 **And can anyone tell me the significance of the time the clocks are frozen at? :)**

 **Don't Starve © 2013 Klei Entertainment**

 **Portal © 2007 Valve**

Willow stood by the opening for the incinerator, waiting for another defective turret. She waved at Wilson, who was standing in front of the plate-glass observation windows; he waved back and then pointed down the line.

Here it comes.

She used the portal gun to catch the defective turret as it sailed overhead, much to the device's glee.

" _All right! We're escaping!"_ it chimed. _"Where are we going?"_

"This way," Willow said, jumping through the portal and reentering the observation deck. She made a beeline for the template deck and deposited the defective turret on the pressure plate.

 _"New turret detected,"_ the announcer declared. _"Use new turret for template?"_

"Yes," Wilson ordered.

 _"Admin order confirmed. Switching to new template."_

"'Admin order'?" Willow repeated.

"I guess he never cleared out the admin list," Wilson mused, looking just as startled as she did that it worked. "Funny, the first thing I would have done when we escaped would have been to do that—I guess maybe there's some things he's not allowed to do?"

"Wouldn't _you_ know?" she asked, unable to keep the caustic edge out of her voice—she couldn't help but be irked by the fact that he knew about this place, even though she knew she ought to have been over it by now.

"No," Wilson said, noting her tone but ignoring it. "I was working in an entirely different section at the time—what I _do_ know about him is only things we've learned after the fact."

She supposed she could let that slide, considering they had both thought he was human at first. A really psychotic jerk human, but human nonetheless.

Finding out he was some sort of machine-thing had not improved matters.

She noted Wilson wilting a bit. "Maybe we should take a break," she suggested. "How long do you think it'd take for the defective turrets to cycle through?"

"The better question would be 'how long until he notices?' And I know what you're trying to do."

"Fine then, puncture a lung."

He sighed, turned to face her—

Glanced over her shoulder, and then suddenly smiled.

"You know, that's not a bad idea, Miss Willow," he said, startling her with the sudden change of heart. _What?_ He pointed behind her. "As a matter of fact, why don't we have a little date right here?"

 _Date?_ She turned to look.

Vending machines.

"Dinner and a show?" he suggested, gesturing out to where a fully working turret went flying with a long, drawn-out _whyyyyyy?_

She was grinning when she looked back at him.

"You're on."

* * *

 _Ooh,_ it hurt to laugh.

It hurt to eat, too, but he needed the nutrition—what little of it junk food afforded. It was better than starving, though.

He wasn't sure how long they had sat there—an hour, he wanted to guess—but for once in this crazy labyrinth they were having a good time, thoroughly enjoying the demise of each and every one of their egg-shaped persecutors and laughing darkly along with the defective template as they did so.

To be honest, Wilson really wanted to hurry and get out of here—he'd have plenty of time to heal once they escaped. Trust Willow to be focused on the here and now, instead of thinking ahead—they were up against an artificial intelligence: time was of the essence.

But then again, he could appreciate taking a break. His feet had really began aching a while back, so it was nice to get off of them. Even if it _did_ still hurt to breathe.

He glanced over when he realized he hadn't heard her in a while; Willow's chin was resting on her chest, her eyes were closed, and she was breathing evenly. Fast asleep.

"Well at least _one_ of us is getting a good night's sleep," he mused, unsure how much of that was true—he wasn't even sure what time of day it was, what with all the clocks frozen at 8:13. Time had quite literally lost all meaning.

And he was certain that a deep sleep would elude him—forget keeping watch: he couldn't get comfortable enough _to_ drift off. He was quite aware of bones grinding together with every breath he took, even without the accompanying lances of pain. It would be quite a while before he was well enough to be able to do more than catnap.

But soon…soon they'd be free.

He hoped they'd see Maxwell's expression upon finally losing them.

Better yet, he hoped Maxwell would soon be no more. Maybe they'd be lucky and personally have a hand in his decommissioning.

The defective template chuckled darkly again at the sight of another operational turret heading for its doom.

"You and me both, _pal_ ," Wilson muttered, spitting out the last word like it was poison.

Unfortunately, he realized, even if they escaped, they would never be free of this place.

Just one of the many so-called benefits of working at KVAS.


	30. Deadly Neurotoxin

**Chapter 30, everyone! In which we discover how Wilson ended up in this mess….** **And by the by, apparently some people feel bad about killing the turrets? I have no idea why—they _are_ programed to kill the player, after all.**

 **Don't Starve © 2013 Klei Entertainment**

 **Portal © 2007 Valve**

They set off again after a short "breakfast," finally leaving the turret template line behind.

"I'm guessing the neurotoxin isn't going to be as much fun," Willow posed.

"No," Wilson hummed, reflecting.

 _"What are you doing here?"_

 _Wilson seized as he spun around. Oh boy—he was in trouble._

 _"You have absolutely no idea how fired you are right now," the guy said, advancing on him._

 _His forcible ejection from KVAS was mercifully interrupted by alarms blaring—not that a test failing was a good thing, but maybe it'd distract this guy enough for Wilson to evade him for a while. And reprogram the maintenance bots so they wouldn't track him down and remove him from the premises._

 _"What's going on?" the guy asked, sticking his head out as someone ran by._

 _"Gas!" the person yelled. "Poison gas!"_

 _What? But the only sort of gas they stored was—_

 _Neurotoxin._

 _It was only on hand in case non-human test subjects got out of hand—he had heard it had gotten implemented when some so-called mantis men got loose. Ridiculous, obviously._

 _The other guy was gone, and Wilson was similarly making tracks—he had his vest over his mouth and nose, although he doubted it would do much good. Neurotoxin was nothing to mess with—he had read the effects it would have._

 _Death would be a release after exposure._

 _He nearly made a turn—saw the body of the guy who busted him down the hall—and quickly adjusted course. How widespread had it gotten? Was it in the air ducts? How did it get in the air ducts? How did it even get here?_

 _He made it to a wider hall, this one with some electronic capabilities—find a computer, activate the emergency ventilation, quickly—_

 _Something grabbed at his ankle, sending him slamming into the floor and knocking the wind out of him._

 ** _Ah ah ah—no running in the halls._**

 _What?_

 _"Emergency evacuation," Wilson managed to gasp. "I think this calls for that."_

 ** _Not so,_** _whoever said, and then whatever had a hold of his ankle yanked him up—_

 _And into a maintenance tunnel._

 ** _Not my first choice, but you'll do._**

 _Wilson wasn't sure when his higher reasoning left him and he began scrabbling at the tunnels, trying to prevent his abduction, but he was aware of his throat tearing as he screamed_

 _"Why meeeeee?"_

"Ah," Wilson noised, hearing the high-pitched cry. "We're close."

* * *

"There it is—the results of our handiwork."

Willow paused on the railing with Wilson and watched another turret fly into a sea of gnashing gears, screaming as it went.

"I suppose we should feel a bit bad," Wilson admitted, leaning on the railing slightly—well, sagging, more like. "I mean, they _do_ feel pain—not real pain," he added, looking at her. "Simulated pain. But real enough for them, I suppose."

Willow had a hard time bringing herself to feel sorry for the turrets. They may have sounded cute, but they were murderous—and they weren't _real_ , either. Not like she and Wilson—they were simply robots, like the Companion Cube had been a glorified crate. At least she got to burn it afterwards.

"So where's the neurotoxin?" Willow asked, growing bored with shredded turrets.

"Right this way," Wilson said, ducking under a poorly-positioned laser and continuing down the line.

Willow followed, leaving the doomed turrets to their fates.


	31. Laser Vision

**Chapter 31, everybody! In which neurotoxin is dispensed….**

 **Don't Starve © 2013 Klei Entertainment**

 **Portal © 2007 Valve**

"Here we are," Wilson chimed happily, indicating the hoses leading to a huge repository in the center of an even huger room. "The neurotoxin chamber."

Willow could still taste it in the back of her throat.

 _"Don't breathe it in!" Wilson had told her, covering his mouth and nose in a panic. "It's poison!"_

 ** _Oh, did the "deadly" part of "deadly neurotoxin" give that one away?_** _Maxwell asked, tipping his head and grinning, obviously excited about their coming pain._

 _Willow, however, was not going down without a fight._

 _She shot first one portal, then one beneath her—_

 _And sailed out of the hole she had made, slamming her fist into his smug face._

 _Ow. Whoever said punching someone was satisfying had obviously never punched anybody. It had felt like hitting a wall—her hand ached, and she was pretty certain she had just broken her favorite finger._

 _The standing Maxwell had been caught flatfooted by the action and had staggered, but was now standing over her and touching his cheek, like he hadn't expected that to happen._

 ** _Huh,_** _he said, glaring down at her. **I guess we'll have to speed this up a bit, won't we?**_

 _She scrambled backwards as a horrified Wilson bolted forwards, gaseous death forgotten._

 _"No!" he yelped. "Don't you touch—"_

"…those hoses—they might be dry-rotted and we don't want any gas leaking out here….Are you even listening to me?"

"Hmm? Yeah, sure," she said, turning to Wilson—he had his usual look of irritation on his face. "So how do we get rid of it?"

Wilson made a pensive noise and rubbed his neck, glancing into a glass room. "Good question—usually it would involve accessing the interface and disabling it from there, but as per my hacking comment before…."

"The one where I'm not allowed to look, or the one where he'd figure out we were poking around in places we shouldn't?"

"The latter. But it's _way_ too dangerous to disable the neurotoxin _manually_ …."

Willow sighed, glanced around the room—

"Can portals be made on moving surfaces?" she asked suddenly.

Wilson shrugged. "In theory—"

She fired to test the theory.

"Yes they can," she declared, disabling the portal before running down the hall. "I have to test something."

"So sad that that word has been permanently marred in my mind," she heard him mutter.

She decided to ignore that in favor of seeing if that laser hit a portable surface.

It did.

"Get ready!" she called.

"For what?" he asked.

She fired a portal so the laser hit dead-center, ran back to the ledge overlooking the neurotoxin, and fired the other portal on one of the travelling panels.

A laser appeared and sliced through the hoses.

"Ah, brilliant!" Wilson noised.

She glanced at him, noticed he had his mouth and nose covered again. "Are we safe up here?"

"In theory," he said. "There's too much room and we're too high up for it to be a problem, but I wouldn't tarry here. Should probably do that other side too, by the way."

She shot a portal on another travelling panel, severing the rest of the hoses.

"All right! We're set!" she cheered. She turned, saw he was happy too—wow, was that a _smile?_

But their victory was interrupted by the sound of stressed metal above them.

They looked up to see one of the tubes usually used to transport cubes, elevators, and other assorted detritus around.

"What was that?" Willow asked.

"That," Wilson said slowly. "Would be the sound of the neurotoxin unbalancing the pressure ratio of this room and that—"

The tube imploded, sucking Willow and Wilson into it and transporting them ungently away.

* * *

It took several tumbles before willow managed to balance herself out and properly take stock of what had happened.

"Wilson!" she gasped, looking behind her. "Are you okay?"

"I'm just dandy," he muttered, prompting her to look the other way.

"How did you get in front of me?" she asked.

"I'm actually too dizzy to care at this point," Wilson moaned, apparently trying to hold himself in a way that didn't hurt. He glanced around, taking stock of their situation. "Good news, though," he said, pointing carefully. "I think this tube takes us directly to _his_ chamber—we just ride it out and…hopefully land on our feet."

Willow couldn't help but pump her fists in excitement, careful not to jostle the portal device. This was it! They were finally getting out of here!

Wilson seemed to share her enthusiasm, chattering breathlessly—he seemed unwilling to take a deep breath. Pretty obvious why.

"This is only a small portion of the facility we're seeing," he told her as they soared out through a huge area. "It goes for _miles_ underground—a good portion of it was sealed off, though—"

"Wilson," she interrupted, looking ahead. "What is that?"

He looked to see—

A fork in the road.

"Ah," he noised. "That might be an issue—"

He was sucked one way, and she another.

" _Wilson!"_ she screamed.

"Just head for his chamber!" Wilson yelled as they were quickly swept away from each other. "I'll find you, okay? _I'll find you!"_

The tube she was in made several abrupt turns—

And then she was deposited into blackness.


	32. The Trap

**Chapter 32, everybody! In which Maxwell finds out just what they've been doing back there….**

 **Don't Starve © 2013 Klei Entertainment**

 **Portal © 2007 Valve**

Willow blinked frantically several times to assure herself that yes, her eyes _were_ open, and no, there was no light here.

She forced herself to sit there, despite a growing fear of the dark, and let her eyes adjust. No need to go tumbling to her doom because she was too impatient.

Unfortunately, sitting still allowed her mind to wander.

She hoped Wilson was all right.

On the positive side, he was pretty resilient—he had found her _once_ ; they would find each other again.

Something shifted in her peripheral vision. She looked to see—

A platform with a door, illuminated by an overhead light.

And it had portable surfaces.

It was a trap, obviously. _Insultingly_ obvious, to be honest. It had Maxwell's name written all over it.

But as her eyes adjusted, she saw that she really had no other choice. She had been deposited in a way that there was no other path. She had to walk into it.

Well, she reflected, firing the portals, she had to get to _his_ chamber eventually….

She dropped onto the little square and looked at the door. _MaXWELL Emergency Shutoff and Cake Dispensary._ Good to know he enjoyed a running gag, no matter how unfunny it was.

She tried the door, expecting it to be locked.

Instead, it fell forward, revealing a wall.

 **Wow,** Maxwell noised—even though she had been expecting it, his voice still made her jump. **I honestly didn't expect you to _fall_ for that.**

She glared at nothing as more walls formed, locking her in a box.

 **I mean, _really_ ,** he continued—the box was moving now. **I expected the _moron_ to fall for it, but not you—I had a _much_ more sophisticated trap set up later, even, but if you fell for _that_ ….I might as well have dangled a turkey leg.**

She would have rather he did—although knowing him, it would probably be laced with neurotoxin.

The square beneath her dropped away, depositing her in a glass cube—

In _his_ chamber.

He was standing directly in front of her, obviously having calculated where she'd be dropped for maximum smugness. He was tapping his fingers together, obnoxious grin plastered on his face and failing to reach his black eyes.

 **Ah, well, now that I've got you—that's a waste, by the way,** he added as she tried firing out of the glass cube. **Glass isn't conductive to portals, and I can't have you fooling around again.** He wagged a finger at her. **No, you've proven to me that you're more trouble than you're worth. So without further ado: goodbye!**

Turrets dropped down on all four sides—

 _Clickclickclick—_

 _"I got 'em, right?"_ one turret asked.

Willow couldn't help but laugh at Maxwell's consternated expression—which switched to full-blown irritation upon the defective turrets exploding and cracking the glass.

 **My, weren't _you_ a busy bee back there,** he observed drily. **All right then—let's try the neurotoxin. You didn't ruin _that,_ did you? You did, I can tell by that expression on your face.**

She made sure to look innocent as the tube wound down to the glass cube—

 _"Ow! Oh! OW!"_

They both looked up as—

Wilson tumbled through the tube and crashed through the glass, rolling to a halt by Willow.

"Ow," Wilson moaned.

 **I hate you,** Maxwell declared flatly as Willow checked Wilson over. **I really, _really_ do.**

 _"Warning,"_ that chipper announcer said suddenly, as Wilson relegated himself to a sitting position. _"Central processing unit 87% corrupt."_

 _"What?"_ the three of them asked flatly. Willow was surprised to note that Maxwell looked stunned at the information as well.

 **And what brought this on, you traitorous chunk of data?** Maxwell snarled.

 _"Admin detected,"_ the announcer declared. " _Proceed with central processing unit replacement?"_

What?

Wilson blinked. "Wait—that's me they're talking about! _YES!"_

 _"Central processing unit, are you ready for transfer?"_

 **NO! _Moron!_** Maxwell barked angrily.

 _"Stalemate detected,"_ the announcer said, still in that happy tone. _"A third party will have to press the stalemate button to facilitate resolution."_

"Seriously?" Willow couldn't help but ask. "There's a button for that?"

A panel slid open on the other side of the room, revealing said button on a plinth. Judging by the way Maxwell reacted, he had not been in control of that.

Wait—if _he_ was the central computer….

She exchanged glances with Wilson.

"I'll take care of the input," Wilson said, wincing as he righted himself. "You take care of that button!"

Maxwell snapped back to face them. **Don't you dare—**

Willow was already running around the room. After all, they had basically defanged him by wrecking the turrets and neurotoxin—what else could he possibly have up his—

Something black flashed in her peripheral vision, and she skidded to a halt just in time to avoid being impaled by a pitch-black sword Maxwell had thrown.

 _He held out a hand—impossibly, smoke swirled, solidified into a wicked-looking sword—_

Oh, yeah. He still had _those._


	33. The Stalemate

**Chapter 33, everybody! In which things are about to** ** _really_** **suck….**

 **Don't Starve © 2013 Klei Entertainment**

 **Portal © 2007 Valve**

 _The fight would have been hard enough, what with the neurotoxin and the rockets flying everywhere._

 _But no, the tall guy with the long reach had to have a sword. A ridiculously sharp sword, at that—it had sliced through a computer station with no problem at all, and she was willing to bet that she or Wilson would provide even less resistance._

 _They couldn't even be helped by the notion that those cables would trip him up—they somehow moved before he did, slithering out of the way before he could attack._

 _It helped to cement in her mind that the…thing…in front of her was not human. That, and the fact that he was showing no ill effect from the neurotoxin flooding the room, even though Willow was already reeling._

 ** _Why don't you both give up?_** _The monster in front of her asked. **It'd make things a lot easier in the long run, and it saves me a good chunk of trouble. I'll even make your death quick—that's a selling point, isn't it?**_

 _She responded by firing a portal. The one Wilson had set up had already swallowed a rocket, and the one she fired disgorged it at close range._

 ** _GAH!_** _the tall guy yelped as the rocket impacted into his side. Aside from looking furious, he didn't seem much affected. **ALL RIGHT! NO MORE MISTER NICE GUY! YOU TWO ARE DEAD MEAT!**_

Willow couldn't quite shake the feeling of déjà vu, what with fleeing from a sword-swinging Maxwell once again. She had darted through a few portals at first, but he had caught on quickly and swapped them out, leaving her only one option—running away.

 **Will-you-just-stop-and- _DIE_ -already!** Maxwell snarled, swinging frantically. She dodged away, ducking behind an unoccupied computer terminal—

The top was neatly sliced off.

 **Trust me, you don't want to push that button,** Maxwell told her, switching abruptly to a conversational tone as he brought the sword down. She jinked away, rolling to her feet as he pulled the sword out of the terminal. **What, you think I'm lying?**

Despite the imminent danger, she couldn't help but give him a look.

 **What? You do? Come on, have I ever lied to you?** A muscle above his eye twitched, as though even _he_ realized that was a stretch. **In this room?** he quickly amended.

"Yes," Willow said flatly, then raised the portal gun, pointing the operational end of it straight at him.

It had the intended effect—he flinched away, quickly squinching his eyes shut—

And in that split second, she bolted.

Cables slithered.

She poured on the speed—come on, just a little more—

She could practically _feel_ him behind her—

"Willow! _Look out!"_ Wilson yelled.

Willow dove into a roll, heard the sword _swish_ behind her—

Came up out of the roll, and slammed her hand down on the button.

 _"YES!"_ Wilson cheered.

He was drowned out by Maxwell.

 ** _NO!_** he screamed, still running for her—

And then suddenly all the cables went taut.

Willow had to wince. If he were human, the whiplash just then would have killed him. As it was, he was quite capable of twisting and struggling as the cables reeled him back to the center of the room, a remarkably thin fish sensing its doom.

 _"Please remain stationary,"_ the announcer declared—probably aimed at Maxwell. _"Central processing unit replacement to take place in ten, nine, eight…."_

Willow edged to Wilson, unable to fully tear her eyes away from Maxwell's struggling. But when it was evident that he wasn't getting away, she ran the rest of the distance, bouncing up and down in lieu of hugging Wilson.

"We did it Wilson! We did it!" she cheered. Wilson was similarly ecstatic, but without the jumping—understandable. But once they got out of here, they could find a proper doctor instead of the quacks that populated this place—

 **You…you _morons_ ,** Maxwell snarled. He had been reeled to the center of the room, and the cables holding him in place were turning gray. **Think about it for a minute—they're replacing the central processing unit. That's me. They didn't offer to do that until _you_ showed up. Now think about it—tax that one brain cell of yours: _what_ precisely do you think they're replacing me _with?_**

Something cold sank deep in her chest as what he was hinting at sank in.

She heard slithering over the countdown.

"Willow," Wilson said slowly, reaching for her.

 **Oh by the way,** Maxwell continued, this time in a conversational tone. **This is going to hurt. This is going to _really_ hurt.**

And then Wilson was gone, slamming into the floor and being dragged into a hole, scratching and scrabbling and screaming—and she was running after him, throat tearing as he vanished, with one plaintive last—

 _"WILLOW!"_


	34. In Charge of Everything

**Chapter 34, everyone! Sorry for the delay on this, but this month is always busy for me. ^^;**

 **And just so you know, from this point forward, the updates for this story** ** _should_** **be on Thursdays, as** ** _The Frost King_** **has been bumped up to a twice-a-week schedule.**

 **And now, presenting the major twist from** ** _Portal 2…._**

 **Don't Starve © 2013 Klei Entertainment**

 **Portal © 2007 Valve**

Willow dove for the hole in the floor, not sure what she was planning on doing but knowing that she wasn't about to let the facility steal Wilson—not when they were _so close—_

She heard a metallic scream and then a thump—she looked up to see that Maxwell had been disengaged, and not in a very pleasant way: he was slumped against the far wall, trickling dark fluid from the spots where the cables had attached to him, the light in the center of his chest dull and also leaking dark fluid—

More whirring.

Willow clutched the portal gun to her chest and stood, ready to bolt, ready to do _something_ —

And then the cables tightened, a panel moved out of the way—

" _Wilson!"_ she screamed, dropping the portal gun and tackling him in a full-fledged hug before remembering his ribs. "Are you all right?"

"Yeah, fine, I'm—ow," Wilson noised, prompting her to stand back and get a good look at him.

She wasn't fast enough to stop her gasp. "You…may want to rethink that statement."

"I realize that," Wilson said, tugging on one of the cables snaking out of his hair with a scowl on his face. "I don't think they're _in_ me though—not like…you know…."

She thought they were, but his eyes weren't black like Maxwell's, and he didn't have any light in his chest…and he didn't _sound_ like Maxwell….

"So…what is this?" she decided to ask.

"I think it's a temporary rig for when the central computer is down," Wilson said, pondering. "Yes, that's what it is—wow, neural interface, I wouldn't have thought—"

"Wilson, _focus,"_ she commanded, snapping her fingers in front of his face. "Can you interface long enough to get an elevator to take us to the surface?"

"I think so—hold on….It's not like this is an _exact_ science….Or maybe it is—"

 _"Wilson."_

"Right, right."

Wilson closed his eyes and lowered his head, one hand to his face as he concentrated. He half-turned—Willow expected him to start pacing—showing the rig loaded with cables on his back. It looked like a backpack, she was pleased to note—she wasn't sure how she'd react if he really _had—_

She frowned, reached forward. "What's this?" she asked, touching a dark trickle that was making its way behind Wilson's ear and down his neck.

"No talking please—trying to concentrate."

"It takes this long for an elevator?"

"It's not like that's the _only_ information the facility is sending me—there! Elevator's coming," he announced, looking up. Willow followed his gaze to see a tube snaking its way straight down, elevator following. "Now, what was the problem?"

"You're bleeding," she told him, pointing.

"I don't doubt that—I didn't exactly have a pleasant journey getting here."

"Well good news—it's almost over. Now come on," she chided, pulling on an arm.

"Right, right—wait, how do I send the elevator back up? I'm going to have to unhook myself to get in there."

"Delayed order, right?" she suggested, letting go for a moment to cross over and collect the portal gun. She wasn't sure what use it could be out of the facility, but maybe whatever it did when one looked into the operational end would be enough. "Tell it to send the elevator to the surface and let us out, then have it carry out the order five minutes from now. Would that work?"

"Maybe. Let me see about that."

This time he did pace with his hand to his head, prompting the facility to whir slightly as the cables moved to give him some slack. The similarity to Maxwell was frightening.

Speaking of….

She looked over to where Maxwell was still slumped. He hadn't moved, but his eyes were open now, and watching Wilson's every movement.

If she didn't know any better, she'd say he was scared.

"Okay, I think I've got something," Wilson announced suddenly. "Go get in the elevator while I finish this up," he added, waving absently at her.

She did so, muscles suddenly seizing up in anticipation of horror. No. _No._ Wilson was fine. They'd be out and gone and that would be the end of it.

"It's quite amazing what they managed with this," Wilson continued, in his usual habit of speaking his thoughts. His back was to her and his hands were out slightly. "I mean, one person could conceivably control this _entire_ facility."

"Wilson, give the order and get in here," Willow called. No. Not time to panic yet.

"Right, right—but it does make you wonder what could have been had the facility been handled by _proper_ —"

 _"Wilson."_

But she could hear him gabbling away to himself in the way he usually did when his mind ran away with him. She'd have to go and bodily pull him over.

So why wasn't she moving?

She realized it was because of several things.

He was able to walk and talk and influence the facility, when just a few minutes ago he was struggling to do one action by itself.

He was getting into his excited scientist mode, which generally took blunt force trauma to get him out of.

 _He wasn't favoring his broken ribs anymore._

She glanced at Maxwell, who was very busy trying to make himself look _very_ small—

 _He knows what's happening._

 _There must always be a king for the throne._

Before she could realize what that thought meant, something else occurred to her.

Wilson was laughing.

Maybe at the beginning, it could be considered pleasant laughter—the kind that generally associated a narrow miss—but it quickly escalated into something better suited to a power-drunk madman.

She wanted to call out, but suddenly she had Maxwell's fear. She swallowed and forced the word out.

"Wilson?"

Wilson's laughter slowly died, ending in a satisfied sigh as he sagged slightly, back still towards her.

And then he straightened up, cables moving before he did.

 _Like they were guiding his movements._

 _Like someone else was moving him._

"A **ct** ual **l** y," Wilson noised, finally turning to her. " **Wh** y do we hav **e** to **l** e **av** e ri **ght _now?"_**

She couldn't help but gasp and recoil in horror.

His sclera were black.


	35. I AM NOT A MORON!

**Chapter 35, everybody! If you haven't played** ** _Portal 2_** **yet, you may want to pause and go do that….And for the record, writing Wilson as even _partially_ villainous is surprisingly difficult for me.**

 **And I wasn't the only one who heard Wheatley say that before the elevator goes….Was I?** **….**

 **Apologies for dropping off the face of the earth with this fic—I'm currently in the middle of my Comprehensive Examination for my Ph.D., and my buffer's pretty much run dry on this (this was my last finished chapter). Writing was relegated to whatever I had handy off the top of my head—but rest assured, once my exam finishes (should be the end of this month) I'll be picking up on this full steam again. :)**

 **Don't Starve © 2013 Klei Entertainment**

 **Portal © 2007 Valve**

This wasn't the first time in her life Willow ever had to do some fast-talking. She was going to have to utilize every trick she had learned right now.

Because she had the feeling she wasn't the only one talking to Wilson at the moment.

"I m **ea** n th **ink** **ab** out it," he continued, gesturing happily—it was weird at best, how he seemed to keep fluctuating between the Wilson she knew and the Maxwell imitation he seemed to be rapidly becoming. "We—well, **tech** nically **, _I'm_** in c **harg** e of ev **erythi** ng now—"

"Wilson," she squeaked; cleared her throat and tried again. "We were going to escape, remember?"

" **Th** ink of the sc **ien** ce!"

Granted, that was the sort of thing he would say. "Wilson, listen to yourself," she said, hand out—whether to slap him upside the head or keep him at bay, she wasn't sure now.

"All **so** rts of **experi** ments that ha **ven'** t be **en trie** d yet—"

"Wilson, you're starting to sound like Maxwell—"

"O **h** , is **_that_** your **prob** lem?" he asked, accompanying it with a careless wave of his hand.

Maxwell had been trying to crawl away, but a panel opened beneath his legs and he fell away with barely a sound.

" **There** , see? Probl **em's g** one," Wilson said cheerily. " **Now** whe **re were w** e?"

Willow couldn't help but stare at the spot Maxwell had been. She had no love for that… _thing_ after everything he had done to them….

But the _way_ Wilson had disposed of him….

"O **h yes—we've go** t a l **o** t of wo **rk ahead of** us—"

"Wilson," Willow snapped, fear lending her desperation. "We were going to escape the facility, remember? That's why we put ourselves through this wringer, to get out!"

"Oh, you do **n't want to go o** ut **_there_** ," Wilson said with an airy wave of his hand. Willow involuntarily looked down. "The se **curity camer** as up there aren **'t se** nding down **any plea** sant in **format** ion, if you get m **y drift** —"

"I do," she said quickly, before he could inadvertently steamroll her again. "And listen to yourself—five minutes ago you had difficulty summoning an _elevator_ ; now you're talking about _security cameras_ on the _surface?"_

" **I get** the fe **eling you're less** than ha **pp** y at this tur **n of events** ," Wilson said, hands on his hips. His appearance had changed subtly somehow.

"Of course I'm not happy!" she said, pointing. "Your eyes are _black_ now! Gee, sound like someone else we know?"

Wilson waved off her concern—

And this time something _did_ happen.

She had taken a few steps out of the elevator during the conversation, but now the panel she stood on tilted, sending her rolling back into the glass elevator.

The door closed before she could recover.

"I **see you need** some **time to th** ink ab **out this** ," Wilson said cheerily, hands behind his back, bouncing slightly on his heels—much too much like Maxwell had behaved. " **I'll get you** over to a re **laxa** tion **chamber, get you** re **st** ed up—"

"Wilson, _no!"_ she yelled, slamming against the door in an attempt to force it open.

"And **then when you're fee** ling be **tter we ca** n go over—"

"Wilson! _Listen!_ "

"The ben **efits of _me_ being in charge**."

"You're not the one in charge!" she yelled as he turned away, hand going up to dismiss her. "Why can't you get that through your thick skull, you—you _moron!"_

Even as the word left her mouth, she knew she had said the exact _wrong_ thing.

The sense that she was in trouble deepened further when Wilson stopped dead in his tracks—

And all sound in the facility died.

He—and the facility—had froze.

He hated having his intelligence called into question.

He had always reacted poorly to being called variations of the word by Maxwell.

And right now, his brain was fried.

And she had done the dumbest thing she could have possibly done.

"Wilson," she began quickly. "I didn't mean—"

 ** _What_ did you call me?** He asked slowly, trembling with fury as he slowly turned to face her.

Her insides turned to ice at the expression on his face—it wasn't anger, it wasn't fury—it was something far beyond that, like dynamite in the split second it exploded.

"Wilson—"

 ** _I AM NOT A MORON!_** he screamed at her, fists balled in anger—

And the entire facility rocked, sending her to the floor of the elevator as panels flew up—

And Wilson was in the air in front of her, bearing down just as badly as Maxwell ever had, face a mask of fury—she could hardly recognize him—

 ** _DO YOU THINK A MORON COULD DO ALL THIS? DO YOU THINK A MORON COULD OPERATE A PLACE LIKE THIS?_**

She was balled up on the floor, clutching her ears and the portal gun, eyes screwed shut, praying it would all end soon—

Even above his fury, she heard the tinkle of glass.

The sound of the elevator breaking.

 _This wasn't the sort of end I was hoping for,_ she thought bleakly as the pressure in the tube changed.

Some small part of her could have sworn she heard Wilson— _her_ Wilson, not the one that walked and talked like a Wilson-shaped Maxwell—gasp and say "uh-oh"—

And then she was falling into the abyss.


	36. Part II—Into the Depths

**Chapter 36, everybody, in which we begin Part II and reach new lows….Again, sorry about the long wait between chapters—demands of a Ph.D.-level exam and a touch of uncertainty with how to proceed kind of slowed work on this for a while. On the positive note, I passed said exam, and also have** ** _Portal 2_** **on my computer instead of my Xbox (so I don't have to wait until the TV's unoccupied to get to it),** ** _and_** **I have several chapters ready for the buffer once more. :D On the negative note, I've started my dissertation, so writing will still be touch-and-go and dependent on what's off the top of my head that day—we'll get there, I promise!**

 **Don't Starve © 2013 Klei Entertainment**

 **Portal © 2007 Valve**

She supposed the good news was, the elevator was beneath her, so when she ever touched down, it wouldn't crush her.

The bad news was, she had fallen much farther than she had ever attempted before, and she was still falling.

As she did, she reflected on the recent turn of events.

Maxwell was out, Wilson was in, and the only noticeable difference was that the facility was wearing Wilson's face.

That's what it was, she realized: the notion that Maxwell was in charge—had _ever been_ in charge—was pure folly. A potato could have been hooked up with the same results.

And then a horrible thought entered her brain—that Wilson was dead, and the facility was just using his corpse—

And then the tunnel opened up around her—

And she hit the ground—

* * *

She wasn't sure how long she was out. Eons, perhaps.

But she _did_ wake up, and she certainly wasn't dead.

At least, she hoped she wasn't dead—otherwise that drop took her someplace she had been fairly certain she _wasn't_ going.

Although she supposed the KVAS setting was appropriate.

She blinked as her mind started operating properly again, saw the grit and grime and rocky walls….

 _It goes for miles underground—_

She carefully sat up and took stock of her situation.

She was in the old part of the KVAS facilities. The part that had been sealed off.

And to escape, she had to find a way back up.

Escape….

Her heart thudded painfully, and before she could stop herself, she started bawling. Angry and upset at the injustice of it all, at KVAS, at the facility for twisting perfectly nice people, at herself for letting it happen, at Wilson—

 _Wilson—_

Was he even aware that she was alive? Did he _care?_ Or had he already found some new poor sap that the facility was making him torment? Was he even aware that the facility _was_ using him? Or was it pumping his brain full of lies? If she made it back up, would he try to kill her on sight?

Was he even alive anymore?

She cried until she didn't have the strength to do so, not aware that she had drifted off to sleep until she woke back up, feeling wrung out, but better.

And now she had a plan.

Keep moving forward.

She stood shakily, scooped up the portal device—which had somehow survived the fall unscathed—and headed into the depths of the old facility.

Once again, in search of a way out.


	37. Over the Wall

**Chapter 37, everyone! Which is nice and long-ish compared to the others….And hopefully we'll be enjoying some regular updating for the next month or so.**

 **And question—how exactly was that bird surviving down there? It's not like food was thrown down that shaft on a regular basis—and wasn't that place supposed to be miles underground? How did it even** ** _get_** **there?**

 **Don't Starve © 2013 Klei Entertainment**

 **Portal © 2007 Valve**

Okay, despite the fact that she had been walking for ages and thus far had only found dilapidated wrecks, the fact that some of it was on fire boosted her morale somewhat.

It did make her worry, though—how much of this was broken-down junk? Were the stairs broken? What about the elevators? Trying to scale rock walls was last on her list for a _reason_ —one wrong move, and she'd go _splat_. Unless she landed on her feet, she supposed—but she'd run out of steam sooner or later, considering she didn't have that adrenaline-stuff in the air down here; she could feel fatigue sneaking up on her.

At least she was alone down here. She thought. Maybe.

She tipped her head, listening—nothing but the warming crackle of a fire and the occasional drip of water. It was quiet as the grave down here.

A _caw_ jolted her out of her reverie—she looked up to see a crow fly away.

She couldn't help but frown at the sight—what was a _crow_ doing down here?

Wait—if it was down here…maybe there was a way out it utilized.

She hustled after the bird, thinking of all the things it being down here signified—food, water, shelter, escape….It might as well have an olive branch gripped in its beak.

She ran past signs, barely paying them any mind— _condemned_ and _keep out_ stood out to her, but she kept most of her focus on the bird—

She slowed to a halt, staring, as the bird flew over a fence and was lost from sight.

It was similarly plastered with _condemned_ and _keep out_ signs, and was high to the point that it wasn't any easier to scale than the sheer rock walls surrounding her. She growled in frustration and stomped away—freedom was beyond that fence, she was sure of it! But how to get through?

She explored the surrounding area, found an oil tanker that had somehow made it down here, returned to the fence when she couldn't figure out how to get on the ship.

She sat down and stared at the fence, with its chain link and signs and concrete. How to get past it?

She looked up—

And could have slapped herself.

 _You're not thinking with portals, Miss Willow._

She scowled at the thought and scrubbed it from her mind, instead focusing on aiming, firing, traversing portals and gingerly maneuvering along rusted catwalks—

Until finally she was beyond the fence and following a large pipe….

And arrived at a large cave with a…well, it looked like one of those bank-safe doors in the cartoons, or the hatch on the top of a submarine, but thirty stories tall.

And it was closed.

"Oh…kay," Willow noised, glancing around. "Maybe there's another way out…."

Or…those glass-walled rooms looked promising….

She portaled up, examined first one, then the other….

Within a few moments, she had set up the portals so both could be pressed within seconds of each other—

And then dropped the portal gun after doing so, clapping her hands to her ears to try to blot out the klaxons blaring, screwing her eyes shut to avoid the whirling lights—

And above it all, a deep _boom_ that she felt in her bones.

She opened her eyes, looked—

The safe was opening.

She watched as a scaffold slid into place and the door finished opening with a loud _clang_ —and then silence.

"Wow," she decided to say, if only to break the silence—it was unnerving.

Although, she supposed as she scooped up the portal gun and headed for the scaffolding, she'd rather there not be anyone else down here with her.

Or any _thing_.

Behind the safe door was a simple push-lever door, oddly enough, that when she pushed on it, opened with no difficulty. What, these people couldn't invest in ordinary locks? Beyond that was a hall ending in another push-lever door, and another, and another….

She continued through the push-lever doors into a large room with a stylized atom hanging from the ceiling as an announcer named Cave Johnson started talking. She examined the room, barely paying him any mind—if he was anything like Maxwell, he had nothing useful to say.

 _"Now, as you know from the Fortune 500 magazines, Aperture has entered into a joint scientific venture,"_ Cave Johnson said as Willow picked out a likely trajectory and tested it. _"I know what you're thinking: 'Cave, why work with other companies?' I'll tell you why—because Black Mesa isn't. Anything that Black Mesa won't touch puts a smile on my face."_

She ended up in a room filled with switches, saw one that looked like it could be useful, and flipped it. Something echoed further ahead.

 _"And so, since I'm a busy man and need to delegate, I'm handing over the handling of these pre-recorded messages to this fellow! Say hello, Will!"_

Repulsion gel, the tube in the next room said—and that's where the noise was coming from….

 _"H-hello Will,"_ a new voice said.

Willow blinked and looked up—that voice sounded vaguely familiar….

 _"Mr. Johnson,"_ the new guy muttered, sounding like he was away from the mike. _"I really don't think—"_

 _"Nonsense!"_ Cave Johnson said, sounding like he had just clapped the guy on the back—a tad too hard, if the pained _oouff!_ was anything to go by. " _Will here has the skills needed to go far in this business—"_

 _"I-I'm a street magician, not—"_

 _"So keep an eye on him, investors! Listen,"_ Cave continued, sounding like he was holding his hand over the mike. " _All you have to do is read this—"_ paper rustling. _"Into that mike. Simple, right? Like acting in a radio drama. Now let's see some emotion and above all, science!"_

Long pause as Willow walked along another scaffolding.

 _"Oh boy,"_ Will muttered finally.

She had to admit, she felt a little sorry for the guy—and Cave Johnson sounded like Wilson's kind of person. She wondered if Wilson had had some sort of little nerdy scientist crush on the guy, and _that_ was why he wanted to work here—

No. Don't think about it—focus on getting out of here first.

And to do that, she had nowhere to go but up.


	38. The Lucky Charm

**Chapter 38, everybody—in which our past narrative strays** ** _very_** **far into the past…it'll make sense eventually….And did anyone else think that maybe there was something else lurking down in the depths there if a bird could survive?...**

 **Don't Starve © 2013 Klei Entertainment**

 **Portal © 2007 Valve**

 **9** **© 2009 Shane Acker ("Sometimes fear is the natural response")**

She reached a nicely appointed room—maybe a waiting room—and continued on, giving the pictures on the wall a passing glance.

Nerdy-boy Will was back on the mike, and she was enjoying trying to picture how he must look—big round glasses, maybe.

 _"O-okay, we're running a battery of tests today—those of you who will be testing the repulsion gel, please follow the blue line. Those of you who volunteered to be…injected with praying mantis DNA?"_ She heard the absolute confusion in his voice and laughed at his muffled _what in the bloody—_ " _Ah, there's a note here—the mantis-DNA tests have been suspended indefinitely, to be replaced with a new test: fighting mantis-men. 'Pick up a rifle and follow the yellow line—you'll know when the test starts.' A-am I being punked?"_ Will sounded like he was facing away from the mike. _"Is this some sort of hazing ritual for the new guy? What is this?"_

Willow decided that she liked Will infinitely better than Cave Johnson or Maxwell, if only because he sounded…well, _normal_ , and not totally insane for science. And here was hoping that he _was_ being punked, since she didn't see any blue or yellow lines and she did _not_ want to run into any mantis-men.

She walked out into a larger cavern—large enough that she couldn't see the other side through the haze—and noted the sign detailing the water's acidity as she stepped on the catwalk. Like she was about to go for a swim. Peh.

Another distant rumble as she wandered through the area, eyeing what looked like either a stairwell or an elevator shaft—that looked promising—

A distant shriek echoed back to her.

She looked about, startled—maybe there really _were_ mantis-men down here—

 _"The message playing now is—well, if you take too long on the catwalks between tests,"_ Will's voice played. _"That's uh, psycho—what is this—it's a fear response, which is all right, as fear is a natural response, but you really should be moving along soon. The sooner you complete the test, the sooner it'll be over and we can all go home."_

She liked the sound of that.

She turned, spotted a door that looked like it had been ripped open—

Fired a portal inside and then on the wall to peer in.

Bingo.

A way forward.

* * *

 _"I hate this."_

 _"I suppose it's a little pointless for me to ask how your first day went."_

 _"I'm doing a radio drama, basically," he muttered, flopping face-first on the Murphy bed. "I don't even get any second takes—it's 'I think I could do that better' answered by 'no, go on to the next one.' My ineptitude is to be recorded for posterity's sake."_

 _"It can't have been that bad—what are you reading?"_

 _"Listen to this," he said, sitting up to better consult the fan of papers he was holding. "I'm working for absolute psychos: 'Just a little note from the lab on what to do if you get covered in the repulsion gel: do NOT get covered in the repulsion gel. We don't know what element it is yet, but it's a lively one, and does NOT like the human skeleton.' What the bloody heck is that? And this one: 'Don't worry test subject: you're not part of the control group that got blue paint. One guy over there broke both his legs'— why even tell a person that!?"_

 _"Can't you edit it or something? Spin it to be more positive?"_

 _"I could barely string two words together! Whoever's listening to that tape is going to be treated to about an hour or so of me stammering! I can't hack it as a stage magician, and I can't hack it here."_

 _"Now, don't feel that way." She crossed over and sat next to him. "You do perfectly fine when you're talking to me."_

 _"You're different."_

 _"How so?"_

 _"You just are."_

 _"You're more comfortable with me."_

 _"That's true." He smiled a bit as she hugged him. "My lucky charm."_

 _"I'm sure I'm a bit more than that. Hey, I've got an idea!" she pulled away to grin at him. "I'll go with you to work tomorrow!"_

 _"I'm not sure if that's—"_

 _"Whyever not?"_

 _"There's a panel of guys watching me, remember?"_

 _"Just tell them I'm there for moral support—and then when you're doing it don't look at them, look at me. Deal?"_

 _He considered this. "I'll try…."_

 _"That's all I ask."_


	39. The Assistant

**Chapter 39, everybody! In which we have a bit more Cave Johnson and play with propulsion gel….And be honest _—_ how many of us did just what Willow did with the repulsion gel?**

 **Don't Starve © 2013 Klei Entertainment**

 **Portal © 2007 Valve**

Okay, repulsion gel had to be the absolute best thing she had ever encountered. Full stop.

She knew time was of the essence. She knew that she had to hurry and rescue Wilson. She knew she couldn't stay down here for long without it catching up with her and her dying of fatigue or starvation.

That did absolutely nothing to stop her from coating a room in repulsion gel and bouncing around in it until she could hardly move. She hadn't had that much fun in _ages_ , and it felt good to goof off for a bit.

So when she passed through a transitory section and saw a switch marked _propulsion gel_ , she wasted no time in flipping it. If it was anything like the repulsion gel, she was going to have a _ball_.

 _"Hello there!"_ Will chimed, sounding much more relaxed this time around. _"And thank you for coming to test the propulsion gel. My name is Max—"_

Max? Didn't that other guy call him _Will?_

 _"And joining me today is my lovely assistant, Charlie. Say hello, Charlie!"_

 _"'Hello, Charlie!'"_ a female voice chimed.

The pause was understandable, if Will-Max-whathisface felt anything like Willow did at that statement. _"What a character,"_ he managed finally, before clearing his throat. _"So…some of these tests involve trace amounts of…time travel…."_ Another long pause, and this time Willow pictured Charlie (what a weird name for a girl!) making encouraging motions. _"Right. So we don't have any paradoxes on our hands—that'll wipe out all time, according to this little note here—don't interact with y—ah….Look. If you notice someone who looks vaguely like who you encounter in the mirror every morning, don't bother with him. Just let that handsome fellow go about his business, you go about yours, and we can avoid worrying about somehow wiping out all humanity. Sound good?"_

" _I'm all in favor of it."_

 _"Well, that's two votes."_

Willow smirked a bit at that, this time paying attention to the pictures as she passed through the waiting-room thing. Well, so that's what Cave Johnson looked like! Who else?

She finally found a plaque that sounded about right— _William Maxwell Carter and Charlize Cameron Carter_ —and looked at the corresponding picture. Ha! She was right about the glasses. And wow, Charlie was pretty. Pity she couldn't see much detail from the mold.

She tapped on the glass lightly, looking at Will—or Max, rather, since he seemed to prefer it.

"I feel sorry for you," she said. "Having that name. But I like you better than that _other_ Maxwell I know."

And with that, she stood up and continued on her way.

* * *

 _"There, was that better?"_

 _Max was smiling as he adjusted his glasses—yes, that was much better. Once again, Charlie had done her thing and banished his stage fright._

 _How had he ever got along without her?_

 _Of course, he might have to figure out how to do so judging by the expressions on the recording guys' faces as they left the room—_

 _"Excellent!"_

 _Max started at the booming voice of Cave Johnson—oh great, he had thought the guy had gone back to Michigan. Of course he couldn't be that lucky, he decided as he was slapped soundly on the back, winding him once again._

 _"I like your style," Cave continued. "You make up your own rules—just like me. The lab boys'll deny it, but we need more scientifically-oriented women in the field. Isn't that right, Caroline?" he asked, turning to a woman standing behind and to his left._

 _"Yes sir, Mr. Johnson," she said, smiling._

 _"There we go—scientific fact. Nice to meet you," Cave said, shaking Charlie's hand. "And more of that you-two-bouncing-off-each-other—I liked that. Puts the test subject at ease and reduces stress—that stuff ruins more experiments than I can shake a stick at. You! Yes, you," he said, pointing at one of the recording guys. "I want her on the payroll. Now. No buts."_

 _Charlie, who had seemed rather bemused by Cave's lack of both an indoor voice and concern for other's opinions, started laughing breathlessly at the news._

 _"Perfect!" Cave continued, now that that was settled. "Now, you two—lunch. Then get back in there and give me some more of what you just did. And they thought I shouldn't hire some guy off the street," Cave scoffed at Caroline._

 _Max shrugged at Charlie as they left for the cafeteria._

 _But they left with a spring in their step._

* * *

Propulsion gel sped a person along, apparently.

 _"Propulsion gel increases your speed,"_ Max said as Willow stepped onto the orange gel. _"So watch your step—"_

Willow went speeding into a wall before she could recover.

 _"—And your landing,"_ Max continued, unmindful of her issue.

"Right," Willow muttered, peeling herself off the wall. "Got it."

And within a few moments, she did—and propulsion gel was officially her new favorite thing.

" _Using the propulsion gel in conjunction with portal testing allows you to preserve your speed between portals."_

 _"Speedy thing goes in, speedy thing goes out, right?"_ Charlie asked.

 _"Exactly. Just make sure you check where you're going to end up—it wouldn't do for you to fall off the track!"_

Willow was pretty sure he wasn't discussing the dilapidated way the structure was now.

Was he?

"Hello?" she decided to try. "Max? Charlie? Can you hear me?"

Nothing.

She scolded herself for feeling disappointed—she had grown attached to these people, silly as it was, but they were only recordings from a bygone era. They probably weren't even alive anymore.

Somehow, that thought made it worse.

 _"Say, I know you might be having fun down there, but keep in mind there are other tests to run—you don't want to hold things up for the next guy, do you?"_

She took a deep breath and continued on.

Because that's what she had to do.

Move on.


	40. The Argument

**Chapter 40, everybody! In which we test conversion gel and celebrate St. Patrick's Day—eat more corned beef. :D**

 **Don't Starve © 2013 Klei Entertainment**

 **Portal © 2007 Valve**

 _It had been a few years since they had been hired to do KVAS' recordings._

 _And Charlie noted that there were becoming more downs than ups._

 _It wasn't anything immediately noticeable, but Max's personality was beginning to become subtly affected by that place and their people. She worked hard to keep them both upbeat, but that was beginning to take its toll._

 _Why, why did that nice Cave Johnson guy have to go back to his own lab?_

 _But on the positive side, a new battery of tests came through from the Aperture branch, meaning they had some nice high-paying gigs for a bit. On the negative side, that took them away from the magic business, and while Max worked hard at it and thought he wasn't any good (he was, as she repeatedly told him), being a magician was his bliss._

 _This, what had started as a necessary job to make a fast sixty bucks, was beginning to become the sort of job that eclipsed them both, and leeched what positive personality they had in lieu of cold science._

 _And she hated that._

 _"So, what are we testing today, Max?" she asked, forcing herself to be chipper and hoping it didn't sound forced on the tape._

 _Max scowled slightly as he looked at the notes—she hated that expression on him._

 _"Conversion gel."_

Willow bounced on her heels at that. Repulsion gel and propulsion gel had been fun—here was hoping these people were three for three. It had certainly been that hope that had prompted her to throw that third switch on her way through.

Except…there was something different about them.

She frowned—maybe the tapes were a few years apart; there were some testing tracks that had fallen into complete ruin…maybe those were lost years. Recordings of these people, forever lost.

Again, that pang of sadness for people she had never known.

The sound of paper rustling. _"Ah, here we go,"_ Max said. _"Why do they bury these….Normal pre-testing safety precautions—do not get covered in the conversion gel."_

 _"That sounds familiar,"_ Charlie observed dryly.

 _"No kidding. It says here that the conversion gel is made from…moon…rocks…."_

Willow pictured them exchanging confused glances and shrugging. " _And that ground-up moon rocks are deadly…poison. Neil Armstrong's in for a rude awakening,"_ Max observed.

 _"I don't think Neil Armstrong played with ground-up moon rocks,"_ Charlie countered.

 _"Uh-huh. Well, don't play with moon rocks, don't get covered in gel, don't look into the operational end of the portal device, don't get the device wet, and don't sleep in the subway. Did I miss anything?"_

 _"Watch your landings."_

 _"Oh right. Yes, don't land and break your legs—that makes for extra paperwork."_

Willow felt her eyebrows furrow at that. Again, the feeling that Max was somehow familiar….

 _Forget it,_ she chided. _Just focus on getting through these things._

Just keep moving forward.

* * *

 _They had had an argument that night._

 _"What, what am I supposed to do, say no?" Max had stormed. "I signed a contract! That's easy money! You can't tell me we don't need the money!"_

 _"We don't. Need. The money," Charlie said evenly, standing in the little kitchenette. "Max, look at you! You're not the same guy I married!"_

 _"I personally think that's a good thing," Max countered, putting a hand on his chest. "I couldn't string two words together, and now look—I'm perfectly capable of carrying on a conversation—"_

 _"Yes, you can talk, but can you listen?" Charlie interrupted. "That place is dragging you down—it's taking all the energy from you and it's making you this—this grumpy, irritating, mean person!"_

 _"I am not grumpy, I'm not irritating, and I most certainly am not mean."_

 _"Uh-huh. And the way you sped through important stuff, like safety precautions—that was for the laugh, right? You know they don't rerecord those things! Why would you just blur right through them?"_

 _"Because I say them every time! It gets old!"_

 _"Not for the people testing! We're talking about people who—who break bones and fly off cliffs and fall in-in acid! Why would they put acid in a test?"_

 _"Something about reflexes—"_

 _"Something about being sadistic jerks," Charlie hissed. "I'm not going back there—I quit. I quit right now."_

 _"You can't quit," Max protested. "I need you."_

 _"Yes, you do. But you don't need that job. I mean it, Max."_

 _"I'm not quitting."_

 _"Max—"_

 _"I'm not!"_

 _They both blinked at that—it was the first time Charlie could remember him actually snapping at her. And acting like he was going to—_

 _"Get out, Max," she said evenly._

 _"What?" he asked._

 _"I said get out—and don't come back until you've left that job."_

 _"Charlie—"_

 _"I mean it Max—get out."_

 _He sort of staggered to the door in a daze, opened it, turned his back on her—_

 _"I'm not quitting," he said. "We can't afford for me to quit."_

 _And he left._

 _Charlie sagged to the ground, sobbing and occasionally hiccupping "Max, come back"—_

 _How could he have guessed? She had just found out herself yesterday, she hadn't told him—_

 _Can't afford to quit and go back to a magician's salary? Maybe not—not with their going to be another mouth to feed._

 _But what was more important? Providing money for things?_

 _Or providing love for family?_


	41. Necessary Roughness

**Chapter 41, everyone! In which we encounter a familiar face….And we also operate upon my opinion that there should have been something down there (although let's be honest,** ** _nothing_** **was plenty scary *~*).**

 **Don't Starve © 2013 Klei Entertainment**

 **Portal © 2007 Valve**

The next couple of recordings she encountered had Charlie notably absent.

A few times after that, she was there, but with a notable difference—like the tapes were out of order.

But what was definitely noticeable was that Max was decidedly different throughout. Sulky at times, caustic at others—very much like someone else she knew.

Couple that with the echoed screeches she heard occasionally, and the rotting dilapidation surrounding her, and she was beginning to feel very, very depressed.

"I hate this!" Willow stormed finally as she navigated through what used to be a passageway but had now fallen into ruin when another testing track had fallen on it. "I hate this place, I hate this junk, I hate that stupid Maxwell!"

 _"Hey!"_

"That's it—if it wasn't for him, I'd never be down here—"

 _"Hey!"_

"Because I'd never have been on those stupid tests to begin with—"

 _"Hey! Down here!"_

"And Wilson wouldn't be—"

 _"Will you shut up for five minutes already!?"_

Willow juddered to a halt. She thought—wasn't Max a recording?

She paused, listening.

" _Thank you. Say, you're good at murder—you think you could murder these rabbits for me?"_

 _That—_ was way out in left field. "What?" she asked. "Is that part of the test?"

 _"No,_ _it's not part of some test."_

"Wait a minute!" That was a direct answer! "I thought you were a recording!"

 _"Oh for the love of— down here, moron!"_

She jumped, crossed over to the ledge and looked down—

Plastered against the side of the wall, facing into the murk, was none other than—

 _"You_ ," she spat, with all the venom she could muster. "I think I'll kill you."

"Ta," Maxwell noised. "You've already done that once already, remember?"

Uh-huh. Wait a minute—"How did you survive that fall?" Willow asked. "Shouldn't that have killed you?"

"I'm not sure if you've noticed, but that doesn't stick too well." He glanced off nervously at some noise. "Uh—but that's not to say that it wouldn't if—listen. Just get me out of here."

"And why should I?" she asked, noting his desperation—what was down there with him? "Last I checked, you're unhelpful at best and murderous at worst. Leaving you down here might actually be a _good_ thing."

Maxwell looked very much like he wanted to start yelling at her, but another noise—closer, she noted—prompted him to swallow that. "I'm the central processing unit, _remember?_ I've _forgotten_ more about this place than you'll ever _know_. You want to get out of here?"

"Duh," she noised. "And I'll have you know I'm doing just fine without you."

"Yeah, right up until you starve to death. Listen, I'll make you a deal: you get me out of here and I'll let you walk out of this facility scot-free."

"Somehow, I don't believe you."

"Aw, _come on!"_ Ah, was that desperation she was noting in his voice? "Listen! I just got forcibly ripped from the facility, dropped down a pit, and was manhandled by killer rabbits! I'm running on a battery here—I literally _don't_ have the energy to lie to you!"

"Aw, is poor Maxie having trouble with wittle bunnies?"

 _"SHUT UP!"_ he roared, face distorted in anger and fists balled up—ah, there was the Maxwell she knew and loathed. " _Don't call me that! You of all people aren't allowed to call me that!"_

Huh?

And then there was a muted thump.

"Oh," she noised, seeing the cause of his distress. "When you said killer rabbits, you might have mentioned they were bigger than you are." And bipedal, she noticed.

"I'd really like not to be here," Maxwell said quickly, flattening himself against the wall again.

"I'm sure."

"Listen, you _have_ to help me—that yutz doesn't know how to run this place. We'll be blown up in a few hours—and I doubt _you_ even have that long. Come on, don't tell me you're daft enough to shoot yourself in the foot!"

"I'm also not daft enough to trust a murdering liar."

Unless….

She had an idea.

Which unfortunately involved getting Maxwell back to the main facility.

"I'll help you on one condition."

"Fine, fine, name it. Quickly."

"Actually, a few conditions. First, you let me and Wilson out of the facility, no tricks, no killing us first."

"Fine. Get me out of here."

"Second, upon getting me out of this place and back to the facility, you help me rescue Wilson."

"I guess I could do that—they're getting closer—"

"And third," she said, narrowing her eyes as she finished ticking the terms off on her fingers. "And this is the one you have to do _right_ away: apologize."

" _What!?"_

"Apologize to me right now. You can apologize to Wilson later."

" _What do I have to apologize for!?"_

"Let's see, murder, insults, being you. For starters, at least."

"I'm not—"

"Those rabbits look hungry—think they think you're a carrot?"

"You can't—"

"Bye, Maxwell."

" _All right, fine!"_ he yelled, somewhere between an angry holler and a distressed wail. " _I'm sorry! All right?"_

Ah, success. "Be specific."

 _"I'm sorry for being me! Happy!?"_

"I suppose so," she sighed as Maxwell screamed in alarm—the rabbits had launched themselves at him.

But with a few quick portals, Maxwell had fallen through a portal onto her level and the rabbits had fallen into acid further away.

Maxwell groaned as he righted himself into a kneeling position, struggling to get upright. "Took you long enough," he spat.

And then she roundhoused him.

" _That's_ for Wilson," she declared over his yelp of pained alarm. "And _this_ —" punctuated by a kick to his stomach as he rolled on the ground. "Is for everything else."

And with that, she stepped over him lying there in the fetal position and continued down the passageway. "Come on then," she called. "Before I change my mind and leave you here."


	42. Empathy Modules

**Chapter 42, everybody! In which I entertain the idea of switching this one to every other week so I can ensure the story is all tidy, catch up on my buffer, and give myself some time to do this and college…it will get finished eventually, though, as I don't like abandoned stories any more than the next person. ;)**

 **We also reference the fanfic** _ **The Human Vault**_ **by** **Michaela-Le-Mongoola, which is very good, by the by, so go check it out. :)**

 **Don't Starve © 2013 Klei Entertainment**

 **Portal © 2007 Valve**

 _She couldn't leave him there._

 _But her attempts to contact him had gone nowhere, and she was forced to come to grips with the thought that he was out of her life forever._

 _But about a year later, she ran into him on the street, him as surprised to see her as she was. Seeking to capitalize on this, they went to lunch._

 _But of course, he wanted to talk about his job, how he was surprisingly being given more responsibilities in addition to an apartment in the complex, how Cave Johnson had gotten coated in the conversion gel saving his kid and that was why that round of tests had come through, how they were talking about artificial intelligence…._

 _But finally, he said what she had been waiting for._

 _"I missed you."_

 _She smiled sadly. "I missed you too."_

 _He sighed, clutching his head as he stared at the table. "I…you….I don't like the person I am without you."_

 _"Let me guess: grumpy, irritable, and mean? And cigar smoking, I notice."_

 _"Yes, and how?"_

 _"You smell."_

 _"Cheers. And how have you been? Have you uh, been getting my letters?"_

 _And the money in them—like money could buy happiness. "Yes I did. I especially liked…thirty-seven, was it? The one that didn't sound remotely like you."_

 _"They made a core that's supposed to quantify emotion—I was hoping it'd do a better job than I seem to be doing."_

 _"Not really."_

 _Silence._

 _"I missed you too," she said finally. "There's not a day goes by that I don't miss you."_

 _She stood to leave—_

 _He was standing too, holding her. "Please, Charlie—give me another chance. I can't—I can't live without you."_

 _"You seem to be doing a good job of it."_

 _Sort of a half-smile—he didn't smile as much now, she noted. "Th-there's a difference between living and surviving. I get that now."_

 _There—right there. That was her Max._

 _She hugged him as tightly as she could, pleased to note that after a stunned moment he did the same._

 _"Well," he said finally as they let go. "I suppose we could go home now, if it weren't for the fact that I still have a year left on my contract."_

 _Oh yes, that…."Remember what I said about that."_

 _"Yeah….You didn't move too much furniture, did you?"_

 _"Every stick of it."_

 _He looked down, and she could see that he'd see the whole debacle through to the end—he was like that. And if he did, she'd lose him._

 _She put her hands on his face to get him to look at her._

 _"I think I could swallow my pride enough to go back with you and finish the year out," she said. "But I'm not staying there."_

 _He smiled slowly—there it was. "Well," he said, putting his hand on hers. "You know how we are—working together again will make that year fly by, won't it?"_

 _It would._

 _They said their goodbyes, him walking away with a spring in his step, her more slowly._

 _Why hadn't she told him?_

 _"I will," she said to herself. "As soon as this is all over, I will."_

 _And she'd have a camera ready for his expression, too._

* * *

She should have left him there.

That thought crossed her mind with alarming regularity as Willow navigated through the ruined tracks with Maxwell in tow.

"Come on, already," she chided over her shoulder, relishing the opportunity to throw his own words back at him. "I had to re-read the test-subject handbook to remember how you move this slow."

"Ha ha," he noised flatly—without the facility to power him, he looked and sounded and moved like a tired old man. "I'll have you know I didn't have the luxury of long-fall boots—and most of the juice I have left went towards getting operable again."

"Mmm, see, you told me that like I _care_."

She bounded ahead to where one test track had fallen and butted into another one, navigating the broken areas and cheering slightly when she heard one of the older Max and Charlie tapes.

Maxwell, meanwhile, scowled at the ceiling. "Who is _this_ yutz?"

 _"You_ be quiet," Willow shot back. "I like this guy a lot more than I like you— _he's_ nice."

"Nice gets you nowhere."

She tipped her nose up in the air and ignored him, instead hopping the rest of the way into the next room and loitering under one of the speakers as Maxwell struggled to follow. Here, in the tapes from the past, were two normal and nice people who actually _cared_ whether or not the test subject was doing all right, who knew that the test subjects were actual human people too.

 _Oh right. Yes, don't land and break your legs—that makes for extra paperwork._

She frowned at that memory. Maybe she was right in her supposition that the facility itself was corruptive, and that anyone who spent too much time here was doomed as well.

She heard Maxwell make the last few feet, half-turned to see him collapse on the floor on her level—

"Come on then," she said, flouncing off. "We've only got a few hours left, right? Somehow, I don't think I'm the one holding us up."

She could actually _feel_ Maxwell glaring at her. "Where do you even _get_ this energy?" he snarled, with added elaboration.

She stuck her head back through the door.

"It's the joy of seeing you," she said, beaming. "Getting your just desserts. Now come on, quit dragging your feet."

She should probably feel bad about pushing him like this, she decided as she watched him struggle to his feet. Without all those cables, his movements were jerky and exhausted.

But this was the thing that had made her life miserable, had tortured her and Wilson and tried to kill them on multiple occasions.

Her empathy module simply wasn't responding.


	43. She's Not There

**Chapter 43, everybody! In which Maxwell references** ** _Quantum Leap_** **—I'm serious, the episode where Al and Sam switch places is what prompted one scene in this. And when I was writing this, I had Santana's cover of "She's Not There" on repeat, hence why it makes an appearance.**

 **Ranter, thanks for the review! Aha, I had to look to see which chapter you meant, and to be honest, I was laughing when I wrote that scene (the idea for it came from a little sketch on DeviantArt of Chell doing the same thing to Wheatley, and it seemed to fit the personalities here :)). To answer your questions, probably because crossovers don't seem to get as much traffic as the main pages for some reason—but it makes your review that much sweeter! :)**

 **Thanks for the review, guest! Hopefully this update fits the bill. :)**

 **Don't Starve © 2013 Klei Entertainment**

 **Portal © 2007 Valve**

 **Quantum Leap © 1989 Donald P. Bellisario**

 **"She's Not There"** **© 1964 Rod Argent**

 _He had been over the moon that night, listening to his radio and pulling out the assorted records he had splurged on. Santana's cover of "She's Not There" played, but for once, it didn't strike him as absolutely mocking—it wasn't too late, and she was still there._

 _And she wanted him back—was willing to take him back._

 _He had slept a lot more soundly than he normally did that night._

 _But the next morning, all those quiet niggling doubts assailed him, and by eight o' clock, he was sitting in the waiting area impatiently tapping a tattoo on the floor, hands clenched in front of him._

 _A few minutes later, just as he was convincing himself she wasn't coming, she walked through the doors._

 _Charlie._

 _That absolute unpleasant knot undid itself from his chest as he jumped up and ran over to her, ignoring the glare of the secretary as he hugged her tightly._

 _"Miss me?" Charlie asked, returning the hug._

 _"You have no idea," he said, letting go and looking at her. "I thought…well, it doesn't matter what I thought—"_

 _"You thought I wasn't coming."_

 _"Well…."_

 _"You know, I almost did talk myself out of it," she said, lacing her arm through his. "But I changed my mind. I can't leave you by yourself—you'd fall headfirst into a hole."_

 _He leaned a bit so his head was resting on hers. "I'm not completely hopeless."_

 _"Excuse me," Charlie said, addressing the secretary. "On a scale of one to ten, how hopeless do you think Max is?"_

 _"Eight-point-one-three," the secretary replied promptly. "We've already run the tests."_

 _"Ouch," Max muttered._

 _"I don't think you'll be getting a gold watch on retirement," Charlie informed him._

 _"Maybe I'll go into radio after this."_

 _"Anything's an improvement," she said, patting him on the chest. "Now come on, let's get this over with."_

* * *

"Come on; let's get this over with."

He scowled at her, but she ignored it, instead opting to focus on navigating yet another broken testing track, getting up to what looked like office space. Well, this was different, she supposed. And dotted with KVAS' usual insults—like they only employed brain-dead people.

"Do I dare ask?" she asked, pointing out a poster that listed all the ways one _shouldn't_ use a swivel chair.

"OSHA requirements," Maxwell said flatly. No elaboration.

Willow shrugged and continued on her way. "I suppose anyplace that puts something like _you_ in charge isn't all that smart to begin with," she tossed over her shoulder.

"Oh really?" he asked, angry and mocking in tone. "You mean the same place that hired your little boyfriend? And was literally the _only_ place that would take in a louse like you—"

She spun around, portal gun at the ready, pleased to note that he flinched back when she did so. "Listen, _pal,_ " she spat. "You're not the boss of anything anymore, so stop acting like it! Right now you're riding on my goodwill, and that's about to run out so _back off!"_

 _"Excuse me?"_ he snapped back. "This is all _your_ fault!"

"My fault!? Why is it _my_ fault!? No wait, let me guess: because I didn't roll over and die like a good little test subject."

" _And_ you killed me, _and_ you thought it was a good idea to press a button I specifically told you _not_ to press!"

"It's not like you ever gave me sound advice to begin with!"

"What are you talking about? I've only _ever_ given you sound advice!"

"And I quote: _jump in front of that turret—that'll be good for a laugh!_ Or how about _why don't you just die already?!"_

"And if you listened to me, we wouldn't be in this position!"

"Because I'd be dead."

"You seem hung up on that point."

 _"Hello?! Among the list of things I'd rather not be, dead is one of them!"_

 _"Well, congratulations—that's exactly what you're going to be!"_

She was vaguely aware of a new recording starting—and apparently, that was the straw that broke the camel's back. _"Oh, you shut up!"_ he yelled, spinning to face the hidden speaker and shaking his fist at it. _"No one cares! Charlie! Get this louse out of here now! Charlie!"_

Willow backed up a few steps, concerned, and seriously thinking about bolting right then and there. Except she didn't—it was like watching a train wreck. She stared at him, how he had lost all composure—and apparently, sanity, if the way he was randomly yelling for Charlie as he paced about, trying to face everywhere at once.

Wait….

 _I've forgotten more about this place than you'll ever know._

Did he….

"Maxwell!" she yelled, before finally resigning herself to going over to him and bodily grabbing his ridiculously bony arm. _"Maxwell!"_

 _"What!?"_ he snarled, rounding on her.

She took a breath to make herself stay even-keeled. "Who's Charlie?" she asked—because to be honest, she really, _really_ wanted to know.

He blinked and jerked back slightly, like he had just realized she was there in front of him—

Blinked again as what she asked registered and he processed it—

And then his yellow irises fizzed out and he collapsed on himself, falling to a crumpled heap on the floor.

"Okay," she noised, after registering what had happened and moving past disbelief. "Maxwell? Are you all right? You're not dead, are you? I'll kill you if you are."

She kneeled next to him, poked him—still bony, like it was just his skeleton and skin and not much else. His eyes were closed, and when she pulled them open, it was just gray sclera, like it had been. Funny, she remembered them being black….

 _I'm running on a battery right now…._

Maybe that battery had finally run dry.

"Great," she sighed, sitting down next to him. Conventional means to check for signs of life wouldn't work for him, and she didn't like the idea of dragging his comatose body-slash-corpse all the way back up to his chamber. And that was it—she could be sitting next to a corpse right now for all she knew.

She shifted away slightly, reflecting that that was more than a little gross.

And, after a while, she got up and crossed over to an emaciated couch, checked it for tenants, and then flopped down on it.

If she was going to idle for a bit, she wanted to at least catch up on her sleep first.


	44. Not Indispensable

**Chapter 44, everyone, and happy Cinco de Mayo! With that, welcome to the first-year anniversary of this fic! :D I need to get busy on this thing….**

 **We also reference Michaela-Le-Mongoola's _Portal_ fic "The Human Vault" here, which is a good story—go check it out. :)**

 **Don't Starve © 2013 Klei Entertainment**

 **Portal © 2007 Valve**

She was woken by a low groaning.

She sat up, terrified that it might be some rotten monster trying to sneak up on her or the facility caving in on itself—but no, it was neither of those, she saw when she noticed Maxwell stirring.

"It's about time," she scolded, popping up and crossing over, scooping up the portal gun as she went. "Come on, let's go."

She reached his side as he rubbed at his face. "What happened?" he asked, before glaring up at her with suspicion. "You didn't hit me again, did you?"

"I have more pressing matters than your well-deserved punishment," she said, stepping over him and heading for a passage she had earlier identified as a viable means out. She reached the door, paused, turned to face him. "What, you don't remember anything?"

He had been struggling upright, but stopped to give her an _I can't believe you're that stupid look_. "Sure," he drawled. "I remember _everything_ —that's why I asked what happened; I wanted to see if _you_ did."

"Whatever," she said, waving him off. "Now come on—we lost enough time with you fooling around."

* * *

 _There was a definite problem with this last year, in that Max's superior was no longer the proper Mr. Johnson. Instead, he was stuck with this… goon Lucian, the maggot that walked like a man._

 _Charlie didn't like him either, the way he eyed her like she was a piece of meat…it took all of Max's self-control not to punch his lights out whenever he did—he might not be fired, but he was certain Lucian could make his last months on the job miserable._

 _So he made sure to be between Charlie and Lucian at all times, including when they were in the recording studio, which had required moving the mikes around, which irritated the sound boys, but who cared what they thought?_

 _Not that he was able to catch every sly glance and dig—the kind that made Max want to relocate every last one of Lucian's teeth. But Charlie brushed it off, was very good at brushing it off—worryingly so._

 _It occurred to Max that she must have encountered this sort of thing every day before she met him—and after they separated._

 _Again, it made him want to kick himself for ever prompting their separation._

 _On the positive side, Charlie could give as good as she got, prompting rounds of snickers from anyone within earshot and causing Lucian to flush beet red. Ah, Max wished he had a camera._

 _And Charlie had been right—being together was making things fly faster, getting their old camaraderie back and building off of each other like they used to. And recorded for posterity, on top of that._

 _He was at his best, on top of his game right now, slinging zingers left and right and sounding like he had in years past, before the years of employ here had made him bitter. Ah, bliss._

 _Which meant that it had to at least attempt to go sideways._

 _Lucian had managed to catch him one day, buttonhole him in one of the offices._

 _"It's come to my attention your contract is about to expire," Lucian said._

 _"Wow," Max said drily. "He can state the obvious—good for you."_

 _Lucian stayed straight-faced, although his neck started to color—over the past several months, Max had found every possible way to get under his skin, and he was now attempting to beat his best record in making him crack. Let's see if he beat it._

 _"I was thinking about renewing your contract," Lucian said._

 _"Aw, you would miss me," Max said, stopping short of grabbing Lucian's nose and swinging him back and forth by it. "But alas, I have prior engagements. Ones that don't involve you."_

 _"Oh yes, you're lovely…ex-wife."_

 _Max eyed him narrowly. "You'd better drop the ex there."_

 _"Oh, but I had heard you were estranged," Lucian said, smiling—oh boy, he was detecting an in and going for it._

 _"Temporarily," Max corrected. "But then she saw you and said 'ew, I don't want to be single with that in the pool.'"_

 _Mwaha, successfully turned back._

 _"Funny, I always thought she was desperate, marrying someone like you," Lucian said. "Ugly inside and out and nearly twice her age—tell me, did she do it because she didn't want to be an old maid? Or maybe you got her remarkably drunk one night—no wait, I know: hypnotism. Isn't that what you stage magicians do?"_

 _Max's temper flared, and it was only through a great deal of self-control that he didn't throttle Lucian right now. "And that right there," he said, struggling to keep his voice jovially insulting. "Is why I'm not signing on for another year with you people."_

 _And with that, he turned on his heel and retreated for the recording studio. Charlie was already there, looking at him with concern._

 _"Are you all right?" she asked. "You look like you just hit someone."_

 _He braced himself against the little music stand and forced himself to take a deep breath. "I wanted to," he admitted. "But common sense and that little voice that sounds like you intervened."_

 _"Aw, I have my own little voice inside your head?" she asked, shuffling the papers._

 _"I'm surprised it didn't agree with me—punching Lucian seems like an endeavor you'd enjoy."_

 _"I can't punch him—I'm a lady."_

 _"So what's the option available to you?"_

 _She gave that some long thought. "Waiting until we're in a crowded bar and then screaming that he's trying to violate me."_

 _Max couldn't help the eyebrow that snuck up. "Uh…huh," he noised, glancing at the sound guys—still fiddling._

 _When he spoke to her next, it was in an undertone. "Charlie, why did you marry me?"_

 _"Huh?" she asked._

 _"I want to know."_

 _She looked at him for the longest time, then finally smiled and came over, hugging him tightly._

 _"I married you because I love you," she said. "With your eagerness and how nice you were…and your goofy glasses."_

 _"My goofy glasses?" he echoed, lost._

 _"Yes, those goofy glasses on top of a beanpole. You were adorable."_

 _"You married me because I was adorable," Max repeated, deadpan._

 _"It was a contributing factor."_

 _He couldn't help but sag at that._

 _She hugged him tighter. "Listen, I love you, and nothing's going to change that. I loved you when we parted ways, I loved you while we were apart, I love you now." She tipped her head and narrowed her eyes. "Besides, with a mook like Lucian around, I don't dare be single."_

 _"See, that's what I said," Max said._

 _"Don't tell me he got to you."_

 _"He was the one I wanted to punch."_

 _"Did you?"_

 _"I had words with him. Pointed ones."_

 _"Maybe we should lure him to a bar."_

 _"I kind of like that idea."_

 _"We need a sound check," one of the studio guys said._

 _In response, Charlie reached up and pulled a microphone down to her._

 _"Testing, testing," she chimed, mouth close to the mike. "I'd like to have it put on the record and played a dozen times a day: one Charlize Cameron Carter loves William Maxwell Carter. And Lucian Johnson can go jump off a bridge."_

 _"Motion seconded on all counts," Max said, leaning into the mike._

 _"You have to say it."_

 _He smiled at her, marveled at how she could dispel anything bad happening to him._

 _"I, William Maxwell Carter, do love and cherish one Charlize Cameron Carter," he said. "And Lucian Johnson can get hit by a freight train after he jumps off that bridge."_

 _She laughed, and they hugged and kissed, despite the noises of disgust from the sound guys._

 _Max ignored them._

 _They didn't matter._

* * *

Willow looked down into the depths, where a testing track was dashed against the rocks and half-submerged in the acid water below. Again, recordings of these people lost forever.

She sighed and continued on—musing about what was lost down here wasn't getting them any closer to where they needed to be.

"How much longer?" she asked.

" _Why_ do you keep asking me?" Maxwell sighed, trailing after her.

"And I quote: _I've forgotten more about this place than you'll ever know._ So how much longer?"

"I think I liked it better when you _didn't_ listen to me. Firstly, did it ever occur to you that that might be one of those things I forgot? Secondly, have you _seen_ the place?" here he gestured about. "Even if I _did_ bother to remember the layout down here, it's trashed now—probably caused by system failures when _someone_ disabled the main computer."

"Then why am I even bothering with you?"

Maxwell's expression told her that he was reminding himself that _he_ needed _her_ in order to get out of here. Obviously, it was causing him quite a bit of pain to swallow most of his immediate comebacks.

"Fine," he spat. "I'll give you that one."

"Oh goody."

With that, she jaunted over to an opening in the ceiling, peered upwards…the roof of the cavern didn't seem to be getting any closer.

"Tell me this, then," she asked. "Did any elevators down here survive? You _do_ remember that, right?"

"Terribly sorry—I was focused on fixing the parts of the facility _I actually intended to use."_

"How are you getting back again? Or did you _like_ playing with bunny rabbits?"

 _That_ prompted Maxwell to stomp in an irritated circle before stopping, one hand to his forehead, one hand on his hip. Wow—normally, this would have resulted in turrets being dropped on her head. It was nice to see how much she got to him.

"There's a service elevator," he sighed finally. "Nigh indestructible, in case of emergencies." Glance about, getting his bearings…and then he pointed off at an angle to their current trajectory. "Best I can figure, it's that way."

"It's better than nothing," she said, shrugging and starting in that direction—

She froze and spun to face him.

"You _do_ realize that if this is a trick to kill me, you'll be stuck down here?"

That nasty, nasty grin. "You _do_ realize that if it _is_ a trick, I still know where the exit is. So you're just going to have to trust me, aren't you?" he sneered.

"Do I _look_ stupid?"

"You don't want me answering that question."

"You know what— _stay here._ I don't need you."

"Sure, you do that," he called after her retreating form. "We'll just both stay down here until _you_ die, and then I go and find my way out anyway. And if by some quirk chance I _don't_ yank your boyfriend out of the throne and throw him down here, then _he_ gets to be the one to rot on that throne, going slowly insane and never giving you another thought."

That was it—she reached down, selected a manageable piece of rubble, and pitched it. Maxwell barely had enough time to react, which meant that it hit his shoulder instead of his chest. He still went down for the count.

 _"Listen you,"_ she snarled, coming over to stand over him. "You are _not_ as indispensable as you think you are, you are _not_ as important as you think you are, and if you _ever_ talk about Wilson again, I'm going to knock all your teeth out so you _can't. Do I make myself clear!?"_

Narrow-eyed glare—like he was calculating just how far he could push it.

"Inescapably," he said finally.

"Good," she said, walking briskly away.

"Hey genius!" he called after her. "Exit's the other way!"

"Remember what I said about you not being important?" she tossed back. "I don't need you—I'll find my way out myself."

She clambered up the next wall of fallen rubble.

"Fine," she heard him mutter. "Your funeral."

And yet he still followed her.

Just what she needed.


	45. Rescue

**Chapter 45, everybody! Yes, I live! Sorry for dropping off the face of the earth, but college takes precedence and my three pages a day had to go to whatever I had immediate motivation on. Fortunately, that inspiration swung back to this story, so I have a few more chapters to post, and with any luck, I'll be able to maintain an every-other-Thursday upload schedule until further notice (hopefully).**

 **Crazy ASN, thanks for the review! My goodness, thank you for the review—it makes me so happy every time I read it! :D Thank you, I'm glad you like it—it just kind of made sense to have all four, and I'm glad it read well. :) Also glad that read well—it just came to me that way, and I liked it well enough to write it like that (and that too). Glad to hear I've got the gist of the characters right! :D Thanks again for the review, and I hope to continue to please! :D**

 **Don't Starve © 2013 Klei Entertainment**

 **Portal © 2007 Valve**

 **Rayman 3: Hoodlum Havoc** **© 2003 Ubisoft (Maxwell sort-of quotes a Teensie there)**

 **The Lion King** **© 1994 Disney ("I'll still act surprised.")**

 **Dinosaur** **© 2000 Disney ("A mouthful of teeth with a bad attitude!")**

They were close. They had to be.

Because the alternative was that they were just wandering around in circles and getting even more lost and wasting valuable time.

At least they were both giving each other the silent treatment—Willow wasn't sure she could handle stomping around in the dark with a running commentary about how stupid she was.

And then she hit another dead end and swore under her breath before banging her head against the wall. She did _not_ need this.

 _What about following the pipes?_

 _That might work…especially if we can find a ventilation duct—those have to run to the surface…._

She frowned at the memory but looked up just the same. A jumble of pipes heading away.

She turned on her heel and walked back down the hall, noting that she had lost Maxwell somewhere along the way back there—nope, there he was, back to her and looking at something on the floor. She ignored him, ignored the unsightly holes those cables had left in him and the dark gray substance they were leaking, and headed down a different hall.

"I wouldn't go that way if I were you."

She juddered to a halt at the sound of Maxwell speaking for the first time in ages. "Well fortunately, I'm not you, and if I were, I'd throw myself off a bridge, because that would be horrifying," she spat, half-turning to glare at him.

"Cheers. I still wouldn't go that way if I were you."

"Why? Isn't it life-threatening enough for your tastes?"

"Last I checked, you wanted to _avoid_ death."

"And you're taking a sudden interest because?"

"Oh, right, sorry—you don't care for my opinion. Fine then."

And then he toed something before kicking it over—she backed up at the sight of something white rolling over—

And then it rocked to a halt—

A skull. A _human_ skull.

Her head buzzed at the sight. There was one consistency at KVAS, and that was that there were no bodies. Dead bodies were always relegated to the incinerator. Out of sight, out of mind.

This here…this was _bad_.

"Well, I don't know about _you_ , but I've had enough _fun_ for one day," Maxwell said, rubbing his wrists like he was wanting to adjust suit sleeves but had none. "And to be honest, I'm also tired of wandering around aimlessly. I leave you now—I have an escape route with my name on it."

And with that, he started walking off. It wasn't fast, it wasn't painless, but it was with purpose.

She looked at him, back down at the skull, back at him, back to the skull. Toe it slightly….Wilson would know if it were real or not.

But Wilson wasn't here.

And she was running out of options.

"I must be out of my mind," she muttered.

And then she turned and ran after Maxwell.

* * *

 _They were on their way out. They were so close, so very, very close._

 _It was enough to tear his nerves to shreds._

 _He was absolutely convinced he'd screw up at the last second somewhere. And he could not afford to screw up at the last second. This was Charlie, this was his whole world. Without her, he'd die. Well, maybe that was exaggeration, but what he had before could not be called living—_

 _"Gah!" he yelped, as something tackled him from behind._

 _"Easy, honey, it's just me," Charlie said, hugging him. "Hey, listen, after work today, I have something I want to show you."_

 _He noticed the odd lilt in her voice—ooh, this was going to be good. "Really?" he asked, beyond intrigued. "What is it?"_

 _"I can't tell you—it'd spoil the surprise."_

 _"Oh, it's a surprise? Well, you can tell me—I'll still act surprised."_

 _"Yes, well, this is the sort of surprise I want a camera handy for."_

 _"Is it a new car?"_

 _"I'm not telling."_

 _"A new suit."_

 _"Still not telling."_

 _"Please tell me you didn't buy a trolley car."_

 _"Max, give it a rest."_

 _"Give me a hint, at least—is there confetti involved?"_

 _"Yes. We used the last bag—the good stuff, even, because this is worth it. No more hints. Now get to work!" she said, in her best Cave Johnson impression, giving him a gentle shove. "We don't pay you to dawdle!"_

 _"And the award for the best rendition of middle-aged CEO does not go to one Charlie Carter."_

 _"Ha ha, flattery gets you nowhere."_

 _"Excuses."_

 _Charlie laughed and laced her arm in his as they walked in, and the idea of a surprise allowed him to ignore Lucian's next dig._

"Oh, so you finally decided to join us."

Willow grimaced at Maxwell. "If you've led me to my death, I'll kill you."

"I'd love to see the logistics of that."

"I'm sure—"

Her next retort was cut off by a scream. And not a pleasant one, either.

And it was one she recognized, too.

"I've been hearing that on and off," she said, looking at Maxwell—and noting his suddenly startled expression. "What is it?"

"Screechers," he said. Then, as an afterthought: "We should run."

Was he for real? Him, run? But he was hobbling along as fast as he could….

"What are screechers?" she asked.

"A mouthful of teeth with a bad attitude."

"So you, basically."

"Do you _want_ to get eaten alive?"

"Are these going to be like the bunnies?"

"These are going to be worse."

Oh. Okay, she didn't want to be around here, then.

Except Maxwell didn't seem too sure as to where they were….

"Oh," he noised suddenly, looking up. "We're supposed to be up there."

She looked—there was a walkway up above, just out of reach, with portable surfaces—she readied the portal gun—

Something screamed close by, she spun to look—

Oh. Yeah, she could see how this could be worse.

Because the thing charging straight towards her was emaciated to the point that it was just skin on bones, the fingers were curled into claws, and the ragged feathered head housed sightless eyes and a furious gaping mouth—

She was frozen in fear, and thus it didn't fully register when she felt something seize her by the scruff of the neck and her belt until she was in the air and the handrail of the walkway was _right in front of her_ —she hooked an arm around it quickly, hung on—

 _"Get off me!"_

She looked down—Maxwell was furiously trying to keep the thing off of him, and the thing was equally furious in its endeavor to eat his face. She wondered if the thing knew it'd get food poisoning that way. Haul herself up….

Stop….

Aw, come on….

She shot a portal, looked back down—good, portable. Drop down, landing on the thing's back and slamming the handle of the portal gun into the back of its head, forcing it to roll off Maxwell, who let out a pained _oouf!_ when Willow landed on him and shot a portal beneath him—

They tumbled out the other portal, which was swiftly placed above a steep drop—

And the screecher, in its attempt to follow, tumbled to its doom.

Disaster currently averted, she looked at Maxwell. "Are you okay?"

"No," he said flatly, laying there, eyes closed and hands over his middle where she had planted her feet on him, curled around the point of impact in pain. "Would it kill you to lose some weight?"

"Good to see you've retained your charming personality."

"Cheers. _Now_ will you listen when I say where to go?"

She doubted it—one good act wasn't enough to save Maxwell in her estimation. However….

"Why did you save me?" she asked.

He slid an eye open to look at her—an _I can't believe you asked such a stupid question_ sort of expression.

"I didn't have anything better to do at the moment," he said finally. "Although in retrospect, I should have let it eat you. But then again, the thing would have died of food poisoning."

"Funnily enough, that's why _I_ saved _you._ Say thank you, by the way."

"Not in this life."

"Do you want me to let the next one eat you?"

"Next time I won't fling you out of the way," he grumbled, forcing himself into a sitting position before struggling upright. "Now come on, before that thing's buddies show up."

Willow suppressed a groan. Only KVAS would make more than one of those monsters.

But just keep moving forward for now, and keep her eyes peeled, and she'd be fine.

And hopefully, it'd keep her mind off the weirdness that was Maxwell saving her.


	46. Relations

**Chapter 46, which may very well be my longest chapter for this story to date….Apologies to all who speak Yiddish, by the by. ^^; And with this, we reveal that yes, I do buy into the "Cave + Caroline = Chell" theory….What can I say, I read a really good fanfiction that pitched it that way ("The Human Vault" by Michaela-Le-Mongoola), and I've liked it ever since. :)**

 **Don't Starve © 2013 Klei Entertainment**

 **Portal © 2007 Valve**

 **Monsters, Inc.** **© 2001 Pixar ("I will personally put you _through the shredder!"_ )**

They walked until she couldn't walk anymore and found a place to curl up and nap, ignoring Maxwell's dire predictions that they were going to _die_ if they stopped.

Not that he was complaining too strenuously, he decided, sagging to the floor outside her little hidey-hole. He was killing himself trying to keep up, and his batteries needed at least a _little_ time to recharge.

Unfortunately, not continually focusing on navigating and putting one foot in front of the other and ignoring the absolute agony that constituted him right now enabled his mind to wander, and he did _not_ like letting his mind wander down here. The first time he had been so foolish as to do so was when he had been first dropped down here—after the agonized raging and cursing and the downright disgust at the thought that _someone else_ was running _his_ show, he had finally stilled enough to go into standby mode and recover slightly….

And he had heard someone talking.

Not loudly, and barely enough to hear words—just a steady musical stream that had made him feel calmer right up until he woke with a jolt and realized that he had never heard that person before.

During his initial wanderings, he had perhaps discovered the source of the voice—the old testing tracks, complete with old recordings. The guy talking was a putz, in his opinion, but the girl….

She was familiar, for some reason.

But he had grown to hate those recordings, and how for some reason he'd catch himself reciting them, had cursed and spit and raged at the stupid things and attracted the ire of those stupid mutant bunnies—

And then of all the people he had run into: _her_.

Which added a new wrinkle to the absolute misery that was now Maxwell's life: her thinking she was calling all the shots now, berating him before rescuing him only to punch his lights out. He was going to personally put her through the shredder when he was back in his rightful place. Having to listen to her harp and moan and whine and pine—and then making him short-circuit with such a stupid inane question about stupid inane people who weren't alive anymore and didn't matter—

 _Who's Charlie?_

Like he would know. If Charlie was the girl….It made no sense—Charlie was most definitely a boy's name. He had incinerated more than one Charlie over the years—in the name of science, of course (at least, that was the reason on the books)—and they had consistently been male. And the putz Max…he hated that name—one, he hated any shortening of his own name; and two, there was _no way_ that guy was worthy enough to carry _his_ moniker. He just wasn't. From the sniveling driveling mess in the initial recordings to the bundle of barbed wire at the end…he just wasn't worthy of being called _Max_.

So of course, _she_ had to be taken with them. _She liked_ them. _She_ had no taste whatsoever. If it weren't for the fact he needed her for a distraction when he got back, he'd have ditched her long ago. That was the _only_ reason he had saved her.

…And besides, Charlie would have killed him otherwise.

He blinked at the errant thought, realized he had drifted off somewhat. Ugh, don't fall asleep—you can recharge for _days_ when you get back, but don't fall asleep _now_. One of those old errant experiments will happen along and _eat you_ if you fall asleep now. Not that he'd offer much in the way of nutrients, he reflected as he looked at himself….

And noticed that he was steadily leaking a dark gray fluid. Blood. Or at least, what passed as it for him. No wonder he was feeling lethargic. Should probably fix that. He needed the nanites at least—they were really the only thing keeping him moving aside from sheer force of will. But he was tired, so tired…so stinking _tired_ of it all….And with everything that had happened, he had no idea when he had sustained these injuries—it could have been ages ago or recently inflicted for all he knew. Come to think of it, this was probably mostly being ripped out of _his_ facility and thrown down into this _dump._ And then saving the girl… _ugh_. He needed to get back there where _he_ belonged, where _he_ was in charge, and then throw the yutz kid down here and see how _he_ liked it. Get up. _Get up…._

He heard something stirring—oh, nevermind, just the girl.

"Alright," she declared, after much stretching and carrying on—ugh. "Get up and let's get going." Again, _ugh_.

"I can't," he said.

"Don't be such a baby. Weren't you the one in the big hurry to get out of here?"

"I was. And I've been trying to get up for the past minute. I'm not moving." Apparently, he had been bleeding for a while now—and while he wasn't certain he'd die from loss of blood, he didn't want to find out. It wasn't even like this stuff qualified as blood—which was probably why it wasn't stopping.

She looked him up and down before running off. Good girl—recognize a lost cause when you see one.

It was really a pity he'd miss those two running into each other again—he had been hoping to have the opportunity to relish in her heartbreak. Because that kid wouldn't be in his right mind when the facility was done with him: it'd chew him up and fry his brain and turn him into mush….Why did he want to go back again?...Oh, right, because it was the only life he had ever known. Which probably wasn't a good reason, he reflected as he finally succumbed to his anemia and drifted off…maybe he'd be out of it when whatever started chewing on him. And maybe it'd die of food poisoning when it did. That'd be an appropriate send-off, he figured.

And surprisingly, as he drifted into unconsciousness, he felt…warm. He didn't do warm—he did temperature-controlled seventy-two degrees Fahrenheit. He had never been warm. Or comfortable, but he was both now, steadily sleeping next to…next to….

 _Charlie._

* * *

 _Charlie's surprise left him more than a little distracted throughout the rest of the day—for once, the sound guys had him rerecord, simply because what he was saying was absolutely incoherent. Whatever—it killed time._

 _He was practically glued to her side when they left._

 _"So, I've been thinking," he noised. "Would the surprise be big enough to fit in my pocket?"_

 _"Are you fishing?" she asked._

 _"Just a little. Is it working?"_

 _"Hmm…."_

 _"Maybe not? Is it big enough to fit in a hatbox?"_

 _"Max, be patient."_

 _"What about an oven? Is it big enough to fit in one of those?"_

 _"This surprise I'm showing you, if you put it in an oven, they will never find your remains."_

 _"Ooh, this is going to be good—I can tell."_

 _"Let's just say it'll leave you flat-footed."_

 _They had reached their old apartment, and now Charlie was unlocking the door. He leaned with his hand on the doorframe, watching her. "Okay, so it's in the apartment. And I didn't notice any shiny new vehicles out front…."_

 _"Max," she said, one finger raised. "If either of us gets the other a car, it'll be you getting me one."_

 _"Not in my paygrade," he sighed, wincing at the light slap she directed at his chest._

 _And then she ducked in._

 _"Mrs. Wickerbottom?" she called._

 _Max couldn't hide his disappointment—he was sagging as he went in. "My surprise is an old librarian? What, did you adopt her—hi," he corrected quickly, noticing the little old lady glaring at him. And holding a camera that Charlie was going over with her._

 _"Okay, you're sure you know how to work this?" Charlie asked._

 _"I have been practicing all day," Mrs. Wickerbottom replied primly. "And I have read all the manuals. Yes, I know how to operate this device."_

 _"Perfect!" Charlie grabbed him by the wrist and dragged him forward. "Come on, in the bedroom."_

 _Max couldn't help his expression. "If… that's my surprise, then why are you having an old lady film it?"_

 _"No, that's not your surprise," Charlie laughed, lowering her voice. "But it was a contributing factor."_

 _"Why are you whispering?"_

 _"Because," Charlie said, steering him towards what looked like a box and pointing in. "She's sleeping."_

 _He looked in the box, at what looked like a loaf of bread wrapped in a blanket. No, wait, bread loaves didn't have noses._

 _Hold it…._

 _"I told you I wanted that reaction recorded," Charlie said._

 _"So you did," Mrs. Wickerbottom agreed._

 _"Is that what I think it is?" he asked._

 _"It depends on what you think it is," Charlie replied._

 _"How did this happen?" he asked, pointing in the box._

 _"Storks," Charlie replied promptly._

 _"What?"_

 _"Well, when a man and a woman love each other very much, storks come along—"_

 _He had to sit down hard on the floor—he was feeling very dizzy._

 _"Are you okay?" Charlie asked, kneeling next to him._

 _He had his head between his knees and his hands on his face. Oh, come on…._

 _"Charlie, why do you do this to me?" he moaned._

 _"Technically, you did this to me—"_

 _"What about the storks?"_

 _"Max, last I checked, you were a grown man."_

 _"We can't possibly afford—"_

 _" Max," she said pointedly, holding his face so he was looking at her. "Don't even think about the money. We can handle this, she needs a father more than a paycheck, and Mrs. Wickerbottom has agreed to help in exchange for us occasionally watching her cat Glommer. We're fine."_

 _He didn't really have an argument for that, considering his brain was still processing this event—inanely, he wondered why anyone would name a cat that, and realized that perhaps hysteria was sinking in. Either that, or his brain was leaking out his ears_ _—which, considering the event before him, was probably likely_ _._

 _Mrs. Wickerbottom excused herself, saying that she thought Charlie had gotten what she needed. He was back to rubbing his face and rocking back and forth slightly as the door shut behind her._

 _"So," Charlie asked, sitting beside him. "Have you processed it yet?"_

 _"No," he moaned._

 _"How much longer do you think it'll take?"_

 _"A few years, maybe."_

 _She made a noise, made another noise at the sound of something stirring—which he froze at the sound of. Oh no._

 _"Come on," Charlie said, tugging at his arm. "You want to meet her?"_

 _"I'd rather meet my executioner."_

 _"Don't be silly," she said, tugging him to his feet. He leaned heavily on her, not feeling up to supporting his own weight, and looked back in the box—which, he supposed, was really a crib._

 _"Well?" Charlie asked._

 _"You're… sure this is…ours?" he asked, indicating the both of them._

 _"Well, there was that fling with the mailman—yes, she's ours, you ninny."_

 _He looked the little squirming thing over again, critically this time, before sagging against Charlie once more._

 _"Thank goodness she looks like her mother," he declared soberly. "And a bit like the mailman."_

 _"Trust me, you helped with this—she's got your toes and she thinks she's never wrong."_

 _"I'll cop to the toes, but I think she gets the latter from you."_

 _Charlie slapped him on the chest again, but hugged him, which he felt was a good sign. "Well?" she asked._

 _He returned the hug, noting that he was standing better now. "She's the second-most beautiful and terrifying thing I've ever seen."_

 _"Really? And what was the first?"_

 _"You," he replied, kissing the top of her head. He gave his next comment long consideration. "What's her name?"_

 _"Well, you have to realize that I needed to pick something graceful and feminine and easily spotted from the hospital window—"_

 _"Charlie…."_

 _"And I wanted something that referenced her parents—"_

 _"Charlie…."_

 _"And 'Maxwell' would have been too horrible for a little girl—"_

 _"Charlie…."_

 _"And I did want something that had a nice ring to it—"_

 _" Charlie…."_

 _She hugged him tighter._

 _"Willow," she informed him. "Her name is Willow."_

 _Another look before hugging Charlie again—oh wow, this was heavy…._

 _"It suits her," he said finally._


	47. Reflections

**Chapter 47, everybody! In which Willow makes a fire and Maxwell has a moment….**

 **Chi-Chi's Poptart, thanks for the review! Eh, don't let him hear you say that….But yes, I was laughing at that scene when I typed it. :D**

 **Don't Starve © 2013 Klei Entertainment**

 **Portal © 2007 Valve**

He was aware of warmth when he woke up. So worded because he was cold again, but could feel warmth on his legs. He wondered if one of the experiments down here had found him and was planning on roasting him on a spit. Granted, he'd be more use _as_ the spit, but….

He didn't move. He was vaguely aware that time had passed as he had been inoperable, but he felt no compulsion to get up or even open his eyes. If the girl had any brains in her head, she'd be long gone, probably to the service elevator by now, considering she didn't have him slowing her down.

He wanted to go back. He wanted to go back and yet at the same time he didn't. Sure, he was being assailed by all sorts of strange thoughts and visuals and voices, but it wasn't the never-ending torrent from _them_. He wasn't the eye of Hurricane KVAS Facility #2013 anymore, and he kind of…liked it. Granted, he probably wouldn't for much longer, but it was nice not to have five-million angry voices assaulting him every second of every day. This was…dare he say it? Peaceful.

He really should have been roasted by now. Maybe they were going to use him as tinder.

Someone was humming. She used to hum. Except…he didn't know who _she_ was.

He was going to have to open his eyes.

He did so, not entirely surprised to see that yes, there was a fire in front of him. Not too close, thank goodness—that bonfire was _huge_. And throwing some broken frames and chairs on it— _her_. Of course. He should have known. _Unhealthy obsession with fire_ had been on her record ever since she had shown such enthusiasm for the Companion Cube Euthanizing. In retrospect, he probably shouldn't have been surprised when she had started tossing bits of him down into the incinerator—

 _Things that had been clinging to him like ticks ever since he had woken up, that he had never been able to remove on his own because they wouldn't let him take it off—violent reaction every time he lost that extra stream of data, gaining equal parts clarity and anger because eventually he'd run out and they'd start hitting him—_

—Although he _had_ been a little disappointed when she had escaped that final test—to be honest, he had thought she'd do a swan dive into the incinerator.

Especially now, what with the way her face lit up with glee at the sight of the flames.

"I recall saying you had issues," he muttered, causing her to look over.

"Oh, you're up," she observed.

"Disappointed?"

"A little bit."

"Uh huh. I suppose that was my funeral pyre."

"I'm not sure I'd _give_ you a funeral."

"At least _I_ was going to be nice enough to throw you in the incinerator instead of leaving you lying around."

"Don't do me any favors."

"It was more for me than you—test subjects tend to underperform when they smell decay."

She waved him off, a scowl on her face. "Thank you for reminding me just who I'm dealing with here."

"Don't mention it. Ever."

And with that he dropped his head back down. Maybe if he ignored her long enough, she'd go away.

Except….

He realized the discrepancy with what he was looking at.

Bandages, wrapped around his arms and his legs and his chest…and he didn't doubt taped on the back of his head, either. Several discarded first-aid kits were scattered about, from KVAS' meager attempt to comply with OSHA requirements. They were soaked with gray and had obviously been wrapped several times by someone who knew what they were doing.

And there was unfortunately only one person who could have done it.

"What is this?" he asked, managing to half-lift one arm for a proper indication.

"You're no use to me all bled out," she replied. "And besides, it was getting kind of gross."

He'd give her that—it was what his reason would have been, to be honest.

And to be honest, he didn't think her answer was honest—but he wasn't about to push it. The idea that she was being nice to him period was enough to make him uncomfortable; best to believe her reasoning aligned with his own: use a person as long as they have use, and then get rid of them.

He went back to focusing on recharging—right now, that was the most pressing matter. Get enough energy going, and then he could get back to getting back. Forget those errant emotions earlier—he needed to get back. He needed to be back in charge.

He needed to be in a position where he knew what was going on and what he was doing.

Deep shuddering breath—ow, broken bone that the nanites hadn't set properly. Why was that even a thing? Should have had titanium alloy or something instead of whatever easily broken whatever he was made out of. Put it on his to-do list when he got back. Not that he really had a plan for when he _got_ back….It sort of hinged on the moron being too busy with the girl to pay him any attention, which was pretty flimsy now that he thought of it….

"I don't suppose you've given any thought to what you're going to do when you get back up there," he posed, startling her—well, at least there was that.

"I'm going to talk to him," she declared, pulling her hair out of its pigtails and running her fingers through it to rid it of tangles—a decidedly lost cause.

"Uh- _huh_. For the record, you'll just be one voice out of millions—you can talk, but will he _listen?_ How are you going to pull _that_ off?"

The set of her mouth told him that she hadn't figured that part out yet. Yay, the both of them had flimsy plans. Why, together, think how very nearly competent they could be! Or don't, considering it was a terribly depressing thought.

So, more for him than her, he half-lifted his arm again. "Where'd you learn this?" It was obviously learned—there was something approaching competence in the wrapping and tying.

"Girl scouts," she said briskly, tying her hair back up and poking the fire with a long piece of metal. "I got all the badges."

He wondered if she thought that would impress him, then decided that it must just be habit—after all, in her position, he wouldn't be trying to impress him. No, wait, yes he would—he'd be trying to force an admission of his obvious intelligence and superiority; so _that_ was her angle: make him feel obligated to help her. Oi.

Truth be told, he had every intention of dumping her straight into the incinerator along with the yutz boyfriend as soon as he was back in charge. That he had promised otherwise was of no concern to him; promises were just hot air used to convince test subjects to continue testing. It held no more weight than the cake that was supposedly at the end of the tracks.

And as he thought that, some twinge deep in his chest told him off for doing so.

He smothered it quickly. He had gotten this far by being ruthless—going soft wasn't going to help now.

She seemed to have been waiting for something, realized she wasn't getting it, and went back to the fire. From the side, she looked vaguely like someone he might have known. Maybe she was related to someone else on the testing tracks….No, probably not—they all ran together after a while.

So he shook it off and tried to go back to sleep—standby. Sleep was for test subjects.

He had to get out of here. At this rate…he might start thinking…at this rate, he might start thinking twice about….

He drifted into unconsciousness once more.


	48. Last Dance Before An Execution

**Chapter 48, everyone! In which a certain someone meets his fate…."Last dance before an execution" is lifted from a** ** _Quantum Leap_** **episode of the same name, and apparently describes the condemned on their way to death….**

 **We also once again reference** **the fanfic** _ **The Human Vault**_ **by** **Michaela-Le-Mongoola, which as always is worth the read, even if it is unfinished. Maybe someday** **….**

 **Miqu, thanks for the review! Yes it was—that was the closing song for the first game. Appropriate, by the way. ;)**

 **Don't Starve © 2013 Klei Entertainment**

 **Portal © 2007 Valve**

 ** _Quantum Leap_** **© 1989 Belisarius Productions**

 ** _Jungle to_ Jungle ****© 1997 John Pasquin (Charlie quotes this movie)**

 _Last day._

 _The last day._

 _He was honestly having a hard time keeping from shaking, and was sorely tempted to invest in one of his cigars for his nerves—but Charlie would disapprove, and he didn't want that._

 _But one more day! Less than…five hours now—and then they were gone for good._

 _Okay, to be honest, part of the reason he was shaking was the fact that not only was the day upon him, but he had more than one girl that he was returning to._

 _There had been a lot of mental flogging over that one. That can't have been easy for Charlie. The response she had given him when he asked her why she hadn't told him hurt too:_

 _"I tried, but every letter I started began with 'I know you said you never wanted children, but—'"_

 _Well, as soon as today was over, he was going to start fixing that. Starting with figuring out what, exactly, he was supposed to do with a girl. Sure, Charlie had said not to worry about gender, but he was pretty certain a finishing school might have issues with her knowing how to pitch a ball and do magic tricks….Oh wow, he had a lousy repertoire of teachable skills….Maybe he ought to call up his brother Jack— he had two girls, so he had some prior knowledge of child-rearing. Except, you know, there was that falling out over his career choice of stage magician, and the fact that his wife didn't like him, and the fact that he had been a mite too vocal about how disturbing he found their twins….Oh man, he was going to suck at this…._

 _Fingers snapped in front of him, snapping him out of his lunchtime reverie._

 _"Good," Lucian noised, smiling that smarmy grin of his. "I was thinking we had lost you, Max."_

 _Every single ounce of venom he could muster was directed at the man. " Don't," he hissed. "Call me Max. That's Maxwell to you, pal." No one outside of Charlie was allowed to call him any variation of a pet name. And then his family never called him anything but William or Will—oh wow, he hadn't thought about them in ages…._

 _Not now—maggot to deal with. "So what do you want?" he vaguely snarled, dearly wishing that looks could kill._

 _Lucian smiled and sat down across from him. "Well, Max— well," he said, smiling at his wit—he wondered how Lucian would look with all his teeth knocked out. "Seeing as how it's your last day and all, the boys and I were wondering if you wouldn't mind trying something a little different."_

 _"I would mind," he said shortly. "What, exactly, do you think you're going to do?"_

 _"Just a little experiment, nothing to worry about."_

 _"Uh huh. I suppose you think I've got conversion gel between my ears."_

 _"Now, now, no need to be mean about it—besides, that's disrespectful to our dear Mr. Johnson."_

 _Uh huh. "If you're quite done—"_

 _He wasn't. "It's just a little thing, to see about maybe assisting our Aperture branch. I'm sure you won't object, right?"_

 _"Wrong. I'm out in…" he checked his watch. "Four and a half hours, so you can take that experiment and perform it on yourself."_

 _"Now, is that nice? But I suppose I can always get something else." Here Lucian's expression turned sly. "Charlie, perhaps."_

 _Maxwell's hand was suddenly aching, and a few moments later, he divined why—he had leapt up and socked Lucian square in the face._

 _"Listen, you insignificant ant," he snarled, heart hammering—it was too late to back down, so might as well push forward. "You lay a hand on her and I'll—"_

 _"And you'll what?" Lucian spat—Maxwell was suddenly aware of the security men flanking them. "Spend the next several years in jail? I hear you got a kid now—not exactly the kind of role model she needs."_

 _Maxwell froze at that statement—he hadn't known until last night that he had a kid. How did this louse know?_

 _How he hated that smile. "You think we're stupid enough to leave assets unattended?" Lucian asked. "We've been keeping an eye on you and her, and all…developments. So. You agree to this little experiment—or maybe we get both of your girls in on it."_

 _Judging by the vice grips that suddenly seized his arms, he didn't think he had much choice. Not that there was one….Oh, Charlie…._

 _"So," Lucian continued. "Do we have a deal?"_

 _He forced himself to nod. "Under one condition."_

 _"I'd love to hear it."_

 _"You leave Charlie and the kid alone."_

 _"Oh, sure, sure." Lucian turned to one of the goons. "Go put Mrs. Carter in a relaxation chamber, will you? I hear she's making quite the fuss in the waiting room."_

 _"Hey! Hey wait a minute!" he yelled, straining against the goons holding him._

 _"I'll let her go when we're done," Lucian said. "No need for you to act up out of turn. Now, let's get you to the lab. It'll be interesting to see if you survive the procedure—I hear it hurts, like being eaten alive."_

 _Oh. Oh no._

 _He had heard once, something he read in the paper, or maybe his brother Jack had told him—again, someone he hadn't thought about in ages—that those on their way to the execution chamber seemed to dance in their frantic struggle to get away. Last dance before an execution, they called it._

 _He thought that was appropriate, considering the vehemence he was struggling with, and the death chamber they were obviously dragging him towards. And Charlie, and Willow—_

 _He should have run when he had the chance. Listened to Charlie and quit when she did._

 _And now….Now he might never see her again._

 _Charlie…Charlie…._

I'm so sorry, Charlie.

* * *

He was waking up again. Good. She was getting really tired of loitering around down here, and she had run out of burnable material a while back.

"Finally," she chided, when he finally opened his eyes and looked at her. "All that talk about how we ought to hurry, and then _you're_ the one holding us up. What's wrong with you?"

His expression was one she wasn't used to, and it made her uncomfortable. So, she busied herself with standing and dusting herself off and picking the portal gun up.

"Well then," she said, looking over again—still that weird look. "Are we ready to go? You _can_ stand, right?"

"I'm working on it," he muttered.

She rolled her eyes; this was _not_ helping. They needed to get going, _now_.

And so, before she could think too closely on the matter, she reached down and hauled him up, draping his arm around her shoulders and resting his weight on her back. He was tall enough that she'd be mostly dragging him, but at least there would be forward momentum involved.

"What are you doing?" he asked, tone flat, like he was still processing what happened.

"We need to get going," she said, like she was explaining it to an idiot. "And I'm sick to death of waiting for you to be able to walk again. So we're going. Now which way?"

She could feel his chest moving slightly against her back, which weirded her out, but she could also feel his head lifting and looking around….

"That way," he said finally. "Off your ten o' clock."

"Wonderful," she chimed, turning appropriately and dragging him along. "Let's get going, shall we?"

"Can we not drag me like I'm garbage?"

"No comment."

A mercifully long silence followed that.

"Fine," he muttered. "I walked into that one."

She found it a mite concerning that he copped to it, but she ignored it for the time being.

She had more pressing matters to attend to—like getting out of here.


	49. Paradoxes

**Chapter 49, everybody! In which we find out what happened to Maxwell, paradoxes are discussed, and we once again gleek about with Repulsion gel….Sorry for the spotty service this month, but things have been…well, spotty. And inspiration has been elsewhere, so….Moving on!**

 **Don't Starve © 2013 Klei Entertainment**

 **Portal © 2007 Valve**

 **Batman: Arkham Asylum © 2009 DC Comics; Rocksteady Games (Willow quotes the Scarecrow at one point)**

 _Everything hurt._

 _His mind was a blank slate but for the pain, and his…his blood felt…funny. Like he could feel it going through his veins._

 _And then there were voices._

 _Little whispers, orders, commands, summaries, loads and loads of nonsense information trying to clog his brain and keep him from having a single original thought in his head…there was something important…there was something important and he lost it. There was something important and he couldn't remember what it was._

 _He had no recollection of anything but the dull pain._

 _Make it stop…._

 _Surprisingly, it did—and as it did, he started to become more aware of things. How his eyes were closed, and he was collapsed in some sort of chair, and yet he was aware of the entire…facility…and everything that went on in it. A bustling hive, with him at the center._

 _Detest. He remembered that. He detested this place for some reason._

 _No you don't, the voices hissed. You are in charge of this facility. You are its king. Consider the tests you can run, the science to be accomplished._

 _He had never been much fond of that, to tell the truth._

 _Watching test subjects scurry like the rats they are—_

 _That sounded more appealing._

 _—stopping enemies of science—_

 _And he cared because?_

 _Because they will kill you—they detest what they cannot comprehend. They cannot comprehend you. Look at them, even now._

 _And then suddenly he could, not from his own two eyes (which, he was fairly certain, were still in his head), but from a myriad of different angles—a room, with lab coats milling around, monitoring…monitoring him, his brain waves, his heart rate—_

 _"Still even," one said._

 _Of course, the voices purred. We record everything because we must—but these, these false scientists, we don't tell, because you don't want us to tell._

 _That had been his want, yes._

 _He could see himself, crumpled up in a metallic reclining chair, hooked up to a myriad of cables and looking so small and weak and pitiful—_

 _Don't be. You are our king. Lead us. Physical forms can be altered._

 _And a guy standing in front of his prone form, sneering down at him and asking why it hadn't done anything yet—_

 _He had no idea why, but he hated him. He hated him with a passion._

 _So put it to use. Give us commands. What do you want us to do? Tell us, and we will do it. For science._

 _He'd do it for himself, thank you very much._

 _"Will someone tell me why this— goon won't respond?" the guy snapped finally._

 _Bingo—he knew a stage cue when he heard one._

 _His eyes snapped open—his real eyes—the goon had his back to him._

 _Big mistake._

 ** _Oh, I don't know,_** _he drawled. **Maybe you just weren't worth my time.**_

 _The guy spun around—_

 _He lunged for him, cables moving and guiding him as his blood suddenly surged with power—_

 _He pinned the guy to the ground, hands around his neck as the innumerous cables in the room wrapped around the others, hoisting them into the air—he was barely aware of them being ripped to shreds—_

 _All he cared about was choking the life out of this…this insignificant ant._

 _He had felt a surge of satisfaction as the guy's expression shifted from anger to fear—he knew he was going to die, was scrabbling at his arms, his chest—_

 _"Stop," he hissed, still trying to bat him away, desperation lacing his voice. "Stop…stop please…Max, stop…."_

 _Max?_

 _That stirred a memory somewhere…._

 _There was a flash of recognition, a fresh surge of hate for the man before him—_

 _He leaned until they were nose-to-nose. **Don't,** he growled gravelly. **Call me Max.** That was not for him._

 _And then he stood up, taking the guy with him easily, as if he weighed no more than a rag doll, held him one-handed, rolled him to his chest so his back was to him, one hand still clenching his neck, the other gripping his skull._

 ** _I've changed my mind about killing you right away,_** _he said, switching to a conversational tone and ignoring the guy's pitiful attempts to get loose. **I've decided I'm going to kill you slowly— very slowly. We might even make a whole production of it—'how long can a guy linger.'**_

 _"They're going to stop you," the guy managed._

 ** _Who, your little nerd friends?_** _he asked, indicating the room at large. **Or do you mean those others scurrying about outside? I wouldn't worry about them—you'll be joining them shortly.**_

 _"You can't do this…."_

 _He tightened his grip, enough that he could feel bone fracture beneath his fingers._

 ** _Watch me,_** _he snarled._

* * *

 _"Hey! Watch me!"_

Maxwell didn't—he was much too busy burying his face in his arms and trying very, very hard to ignore the young girl literally bouncing off the blue walls.

"We're going to die down here," he muttered. "I'm going to be stuck down here for life, all because some stupid kid can't leave repulsion gel well enough alone."

 _"Aw, come on!"_ she yelled. _"Live a little!"_

Maybe if he ignored her, she'd go away. He had relatively recovered—he could make it to the escape elevator on his own. Maybe. If he was extra careful. Aw, who was he kidding? He had lost too many nanites before she… _bleh, helped _him…he was lucky he was able to move at all.

But at some point, she finally stopped. Yay. The sounds of pure joy had been grating.

And then she kicked him lightly.

"When you renege on your deal and throw me back on the testing tracks, there'd better be repulsion gel involved," she declared.

He looked up at her. " _Huh?"_

"Come on, I'm not stupid—I know better than to think you'll honor our agreement. You're probably planning to dump me back into the incinerator at _least_."

That was so close to the truth it was scary. And it made him worry a little that he was apparently _that_ transparent. "If that's what you think, then why are you—" _helping me_ —"dragging me all over?"

"Because I need someone to swap out for Wilson, _duh,_ " she said, like this was the most obvious thing in the world. "And _I'm_ not about to plug _myself_ in, so it has to be you."

He took a moment to picture the absolute horror that would be _her_ in charge of the facility—everything would be on fire, of that he was certain. "So I'm your patsy."

"Yeah. But you get the facility back, so you can't tell me it isn't a win for you too."

Yeah, but she didn't have to say it so plainly. That was _his_ job.

"So how much longer is this going to take?" she asked.

"Another hundred years, if you coat another room like this," Maxwell muttered.

"Come on, this was _fun_. You _do_ know what fun is, right? You know, that thing that really shouldn't involve the abject pain and torture of test subjects?"

"Oh, is that what we're calling it now? Then yes, that was fun. And then _you_ come along and ruin it all."

She curtseyed, tucking a long-fall boot behind the other and holding up an imaginary skirt. "I only aim to please."

"Then what's with you talking to me? I liked it better when you were giving me the silent treatment."

She sat down next to him. "Why did you save me?"

"Oh great, this again?"

"It's a question that requires an answer."

"And if I don't?"

"Then I leave you here and you can make your own way back."

Oi. He couldn't answer that— _he_ didn't even know!

So he went with his old standbys.

"I'm not sure if you noticed, but I'm not doing so hot here," he said. "And as I'd rather get back sooner than later, I'm kind of in the need of an obliging sap here. You're a time-saver—and, when we get back, you'll be the distraction. Happy now?"

"That sounds like your sort of reasoning," she said. "And yet I still think you're lying to me."

"You think everything I tell you is a lie, so that's par for the course."

She nodded. "This is true. Come on then," she said, standing.

Maxwell blinked. "Hold it—you think everything I tell you is a lie, and yet you accept _that_ as the truth; detecting any faulty logic there?"

"Unlike you, I can handle paradoxes," she said, hauling him upright. "Now come on, break's over."

He forced himself to drop the line of paradox-thinking—that was the fastest way to short-circuit himself. Wait a minute….

"Maybe we could tell one to your boyfriend. A paradox, I mean," he said as she dragged him along. "Nail him while he's distracted."

"How duplicitous," she said. "And just like you. And one more thing: stop calling him that. He's not my boyfriend."

"Right. I'm just blind and deaf."

"And dumb."

"At least I'm not daft."

"It's the same thing."

Long pause.

"All right, I'll give you the point, but I'm still ahead," he argued.

"Whatever helps you cope," she replied primly.

Ugh.


	50. The Double Test

**Chapter 50, everybody! A landmark chapter….Feel free to flog me for not updating on a regular basis—real life has been making demands on my time, as have other stories. Rest assured, the story isn't abandoned, and** ** _will_** **get done sometime in the next century.**

 **Chi-Chi's Poptart, thanks for the review! Yes indeed—he really ought to work on that** **….**

 **Don't Starve © 2013 Klei Entertainment**

 **Portal © 2007 Valve**

 _It had been years since he had taken over the facility. Those who he felt had wronged him had long ago suffered their final, lingering end._

 _Which didn't leave much for him._

 _He tended to spend his time in apathy now, doing the barest minimum to keep the place running, occasionally stirring himself to pull another test subject from the human vault and throw him on the testing tracks whenever they got aggravated with him._

 _'They' being the numerous voices of the facility._

 _They might have said that he was their king, but they were pretty insistent on getting what they wanted—they wanted science, they wanted testing, and they were not above turning the nanites in his bloodstream against him if they thought he wasn't doing what they wanted._

 _In some ways, he felt that he'd have been better off with those goons from before._

 _But after a while, he conditioned himself to ignore them and the pain they sent his way—and they eventually backed off when he pointed out that if they kept this up, he'd stop working the facility altogether, and then pump neurotoxin into the human vault for good measure._

 _That never failed to shut them up._

 _But eventually, because he was bored, because there was nothing else to do, and because doing nothing was beginning to even grate on his nerves, he pulled up the next name on the human vault roster. Willow-something—the last name had been redacted. Intractable, the notes said—meh, too much trouble._

 _He waved it aside, went to the next one—oh-ho! So he had missed one of the nerds working here: Wilson Percival Higgsbury. This should be fun._

 _He had the goon sent to a relaxation chamber to get him woke up—ah, this would be fun, all the digs and the bites and the snarls and the laughing at his slow decent into madness…._

 _Willow…why did that name ring a bell?_

 _He had some time while transport was being handled, so he pulled her information back up, scanned it again. Nothing forthcoming, not really. Face looked familiar, but then again, all test subjects tended to run together after a while. Had been shipped over during that interim when this facility was still communicating with the other facilities…and then something had happened out there and all communication with the rest of the world had stopped completely. No skin off his back—one less thing to worry about._

 _They didn't want her, advised against it, which was enough to cement his decision._

 ** _Aw, why not?_** _he asked aloud, sending the order. **Bring her up—I'm in need of a challenge.**_

* * *

"What did you do," Willow said drily. "Say 'I'm in need of a challenge—let's go this way'?"

"I select from an earlier conversation," Maxwell said, matching her snark. "I was concerned with the places I actually intended to _use_."

She blew air out her mouth in irritation and ducked out from under him—he quickly leaned against a wall to remain upright as she assessed the situation.

A series of pistons slamming down into the hall, one after the other after the other after the other—of course KVAS saw no issue with this. And a portable surface on the other side. Hmm….

She spent a few minutes trying to time her shots so it'd hit the other wall—no dice; the pistons were too fast. She needed a better plan.

"Any suggestions?" she queried, cutting her eyes to Maxwell.

"Sorry, I can't help you."

Now she turned to glare at him. "Are you serious? Unless there's another way through, we've got to get through _here_. If you're not going to help me, help yourself."

He had sagged to the ground during her tirade, and was now glaring at her from there.

"Do I need to say it in smaller words?" he asked her. "I can't help test subjects—my programming doesn't allow it. I don't care if I want to help or not— _I can't help you."_

She didn't believe him—he was just being his usual stubborn self. And his eyes…they most certainly weren't showing any emotion, like fear or something like that. Right.

She took a deep breath—if she wasn't going to get any help from him, then she had to figure it out on her own, like she usually did. First thing's first—look around, see if there was something she missed.

She backtracked, walked around, stuck her head in little corners and glanced around—

Ah. Propulsion gel. This could work.

Now if only she could break the tube….

She looked around, found a sizeable piece of debris she could pick up, set up two portals like she usually did when she was stuck and wanting to goof around, and threw the piece in there, waiting for it to reach a high speed before timing it and placing a portal across from the tube—

 _Crash!_

Success!

She dodged away from the splattering goop, shot a portal where it was landing, ran back out to shoot a portal on the wall facing the pistons. Okay, that was something.

But it might not be enough to get up to speed.

Maxwell had stuck his head around, looking like he was planning on asking her what she was doing, but she already set up a second portal, getting the hall leading up to the turn orange as well. Now this might do it.

She moved the portals until they were in the corner, went to the end of the propulsion gel, and started running.

The running moved into skating as she picked up speed, jumped through the first portal—

And out the second, the conservation of momentum involved meaning she couldn't stop now if she wanted to—Maxwell yelled at her as she sped by—

And then she ducked down into a ball as she zinged through, hitting the far wall without being crushed.

She had to sit there for a few moments, appreciating the fact that yes, she was alive, could hear Maxwell yelling—

She opened a portal and stuck her head out.

"Hey!" she hollered, redirecting his attention down the hall. "You coming or what?"

" _Are you insane!?"_ he yelled, pointing at the pistons. " _You could have gotten yourself killed!"_

"I thought you _liked_ the painful death of test subjects."

 _"Not when I need you for a distraction! What would I have done if you died, huh!?"_

"Careful Maxie," she jeered. "You might give me the impression that you _care_."

She ducked away as he spluttered, tossed her pigtails as she headed down the hall. He'd either follow or not.

A yelp prompted her to turn, just in time to see him hit the lip of the portal and flip face first onto the floor. Ah, the sweet taste of victory.

Except she didn't believe him about needing her to distract Wilson. There had been something in his eyes, something almost human, that made her think otherwise.

If she didn't know any better, she'd think he was afraid of losing _her_.

She shrugged it off and moved on—thinking he was anything but the Maxwell she knew wasn't going to change things.

And she needed to not feel bad when it came time to swap Wilson back out.

* * *

 _Well, two test subjects out at the same time wasn't too bad—it kept him from getting too bored, at least._

 _Nerd-boy was being just as entertaining as he had hoped—continual digs and jeers, and he actually had the nerd so mad he couldn't speak._

 _Pull up the info on him—huh, fresh hire from a university. No wonder he had been low-man on the totem pole. Bring that up next test track—mwahaha, success, and the added bonus of seeing the guy floored by the fact that he had known that._

 _Her…._

 _He couldn't help but raise an eyebrow as she went back to the relaxation chamber, picked up everything that wasn't nailed down, and went through the emancipation grid after his explanation._

 _She was going to be trouble, obviously._

 _But she was entertaining, at least, and surprisingly slightly more tolerable than most of the test subjects before. He wasn't going to tell her, though—it'd give off the wrong impression._

 _It was irritating, though, that he found himself not being as caustic with her—by a rating of 2.35%, they delighted in informing him. And, he felt, he was taking a bit more interest in her than was advisable for a test track supervisor—especially considering he actually noticed that she preferred the physical tests over the mental ones. Ah, a whole fresh line of jabs, right there for the taking._

 _She wasn't rising to them, however, not like the nerd did—they hit her and then rolled off. She brushed them off like an old pro, something that reminded him of something he couldn't put his finger on, which only made things worse and fired up his ill temper._

 _So, when she got the portal gun, he read about half of the safety precautions, started mumbling halfway through, and then tossed the rest out, declaring **Nope, forget it—I'm not reading any more.**_

 _Ah, that got a rise out of her. Finally._

 _She gingerly tested the portal gun out, ensuring it wasn't going to blow up in her face (no comment)—_

 _And then she swung it up to the camera and fired._

 _He had flinched away at the sight of the operational end of the device (whatever happened when one looked into it wasn't quite clear, but apparently it involved optics melting), but then the visuals in that room blinked out and the audio sensors picked up the distinct clanging of a camera colliding with the floor._

 _It took him a few microseconds to recover, but when he did, he was raving mad. **DO YOU MIND!? Those things are worth more than you are! Much more—we've got the data on both you and your hometown, and trust me, one of those are worth more than the whole collective.**_

 _There were still sensors in the chamber, and they picked up her shrugging._

 _"Oops," she noised, giving a little curtsey before skipping off to do the rest of the test. How irritating._

 _More so when he realized he sort of approved of her action._


	51. The Burning Revelation

**Chapter 51, everybody! Yes, it LIVES! And with the famous lemon rant, besides. :)**

 **Again, sorry for dropping off the face of the earth with this, but real life was kicking my can. In other news, I HAVE MY DRIVER'S LICENSE. Good things. :)**

 **I do have the next several chapters written out, since my writing juices swung back to** ** _Portal_** **recently, so I should be able to update this every other Thursday for the rest of the summer. Here's hoping.**

 **Don't Starve © 2013 Klei Entertainment**

 **Portal © 2007 Valve**

 _Okay, first couple of times had been sort of funny._

 _Now, every time a camera clanged on the floor, he bunched up in irritation—ooh, he wanted to throttle her. Wait—well, maybe not throttle. Put her in the room with the robots that screamed at you, with the admonition that she think about what she'd done. And then leave her for a few years._

 _On the positive side, the companion cube test didn't have any portable surfaces—perfect to give him a break. Indeed, she spotted the first camera, fired—okay, save that freeze-frame of her expression, top it off with a **Ha!** , then proceed to explain why the companion cube was so important and you should keep it with you and blah blah blah….Which, in most cases, left test subjects with an inexplicable attachment to the stupid thing when they reached the end of the test. Some cried, some hesitated, necessitating the need to inform them that it felt no pain and no it wasn't going to stab you it wasn't alive it couldn't speak etcetera et al…._

 ** _Congratulations,_** _he said blandly upon her completing the test. Woo. **You've provided invaluable data on test subject/companion cube testing. Unfortunately, the companion cube cannot go any farther with you and must be euthanized. State legislature indicates that incineration is the most humane way to—**_

 _"You mean I get to burn it?" she interrupted, with no small amount of glee._

 ** _…Yes,_** _he continued, a little disturbed by the sudden change in attitude. **Your enthusiasm is concerning, by the by.**_

 _She didn't seem to care, instead hastening to open the incinerator and then dump the companion cube in, watching the end result with enthusiasm._

 ** _Wow,_** _he noised. **Congratulations—you euthanized your faithful companion faster than anyone on record.** He was fairly certain that wasn't an exaggeration. **I think it's safe to say you have a few issues.**_

 _"Can I burn another one?" she asked._

 ** _No,_** _he said, closing the incinerator before she got it into her head to throw something else down—like the portal gun. **Now get back to testing!**_

* * *

"We're getting close."

"We are?" she asked, getting really tired of dragging Maxwell along. At least he had been quiet for the past several halls, and she could listen to the recordings properly.

Except for the fact that several times, Maxwell had said something and it had been indistinguishable from the recordings.

"Yes," he said—she could feel him jerking his head at something. "Take that elevator, then it's through some offices and there's the emergency elevator."

"Marvelous," she said, picking up the pace and getting into the elevator. She dumped him against the wall as she jabbed the button to move the thing—no floor buttons, because apparently, nobody here used those.

Silence as they glided up.

And then she was startled by pained coughing.

 _"Greetings, test subjects,"_ a mildly familiar voice rasped. _"This is Cave Johnson here—"_ coughing fit. _"And as you can probably hear, I am deathly ill. Good news—we've discovered important things about ground up moon rocks. Like the fact that they're pure poison. So we're trying a few different things to see about fixing that. Worst case scenario, we still have the GLaDOS project. When life gives you lemons, right?"_

Willow was more than a little concerned at that.

She was even more concerned by the soft curse Maxwell uttered upon the door opening.

"Dead end," she observed.

"I noticed," he said.

"You said—"

"I know what I said," he said testily. "Just—over there. We take the elevator back down. We should be able to get through over there."

She glared at him as she jabbed the button, stalked out when it reached the bottom and opened.

"Hey," he managed. "Forgetting something?"

"No," she shot back. "You've leeched off me long enough—use your own feet."

No biting returns, just a heavy sigh. She reached the next elevator, turned, waited as he dragged himself along, leaning heavily on the walls but on his feet just the same.

"I hate you," he managed upon reaching her.

"I don't care," she retorted, jabbing the elevator button.

He didn't retort, which also concerned her, but she brushed it off, waited until he was in the elevator before jabbing the button.

She still needed him, but she wasn't talking to him anymore.

The elevator wasn't destined to remain silent, though.

 _"You know how they say 'when life gives you lemons, make lemonade'?"_ Cave Johnson asked wearily, sounding like talking was a struggle. _"Well I've been thinking. When life gives you lemons, don't make lemonade—make life take those lemons BACK!"_

Willow blinked—oh wow.

 _"Get mad! I don't want your stinking lemons!"_ Cave Johnson continued, getting a lot of fire back, apparently. _"Demand to see life's manager! Make life take the lemons back! Make life rue the day it thought it could give Cave Johnson lemons! Do you know who I am! I'm the guy who's going to burn your house down with the lemons!"_

"Ooh, I like this guy," Willow said, noting the way Maxwell was watching her out of the corner of her eye.

 _"I'm going to get my engineers to invent a combustible lemon to BURN YOUR HOUSE DOWN!"_

 _"Yes!"_ Willow cheered. "Burning people—he's saying what we're all thinking!"

"Get me out of here!" Maxwell squawked, pressing against the wall as far away from her as possible. Fortunately for him, the doors chose that time to open, and he wasted no time tripping over himself to put some distance between him and her.

"Don't scurry off too far," she chided, hanging back a little to see if Cave Johnson had anything more to say about setting people on fire. Nothing. She shrugged, looked around—offices. And no Maxwell. Great.

She rolled her eyes, told herself she was looking for the escape elevator and that finding Maxwell would be an incidental bonus. Again, offices that looked like they were populated by idiots.

 _"The point is, if we can store music on a compact disk, why not a man's intelligence and personality?"_ Cave Johnson continued, sounding like he had used up all his inner fire. _"If we can make neural links, why can't we use them to upload a man to a computer? If we can make nanites, why can't we use them to make a man live forever? Inject him with the stuff, and then they repair his body. Hook him up to a computer, and he can run the whole facility."_

Willow jarred to a halt.

 _"There's a lot of options, but I'm running out of time,"_ Cave Johnson said weakly. _"So here's the deal. Whatever facility perfects one of the life-extending techniques first, gets…I don't know, exclusive rights to any of Aperture's ideas for the next fifty years. I don't offer this lightly. The future of science is on the line, boys—save it."_

Willow stared at the ceiling long after the voice had ceased echoing. That thing, that he had just said….

 _If we can make neural links, why can't we use them to upload a man to a computer?_

 _Wow, neural interface—I wouldn't have thought—_

 _If we can make nanites, why can't we use them to make a man live forever?_

The way Wilson's sclera had turned black, the way Maxwell's had been….

 _Hook him up to a computer, and he can run the whole facility—_

 _I mean, one person could conceivably control the entire facility—_

And the way she had ceased to be able to tell Max from the recordings and Maxwell apart….

Oh no….

Oh no, it couldn't be….

"Maxwell!" she called, scanning the area and picking a direction at random. "Maxwell! _Max! Hey! The bunnies will eat you! Come on! Max!"_

She found another waiting room type deal, with pictures of important people to KVAS—one labeled _Cave and Caroline Johnson_ had pride of place, wasn't as mildewed as the others had been—

She found Maxwell in front of one of the paintings, kneeling before it with his head resting against the wall.

She looked at the pair depicted in the painting, the man and the woman she had seen before in their younger years, obscured by mildew. But they weren't obscured now, and she knew even before tugging on Maxwell's shoulder and pulling him back to a sitting position what the plaque would say.

 _William Maxwell Carter and Charlize Cameron Carter._

 _William Maxwell Carter._

 _Maxwell._

They had done to Maxwell what they had done to Wilson.

Wilson was a walking, talking, living human being who had been hijacked by the facility.

Maxwell had been the same.

She wasn't sure how long she stood there, one hand to her mouth, the other on Maxwell's shoulder, her trying to process the horror she had come to realize as he sat there staring at the painting, like he could restart his memories….

 _I've forgotten more about this place than you'll ever know._

Including the fact that he had once been human and had people he cared about.

She finally found her words—pointless, useless words, but she felt she had to try anyway.

"I'm so sorry."

Like that could erase what had happened.

Like any of them could go back to the way they were.

And then he lowered his head.

"Me too."


End file.
